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Temporary Equity and Permanent Deficit - Additional Information (Detail) - $ / shares	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Common Class A [Member]
Class of Stock [Line Items]
Common stock, shares authorized	500,000,000	500,000,000
Common stock, par value	$ 0.0001	$ 0.0001
Ordinary shares, shares issued	128,054,417	59,880,347
Ordinary shares, shares outstanding	128,054,417	59,880,347
Common Class B [Member]
Class of Stock [Line Items]
Common stock, shares authorized	500,000,000	500,000,000
Common stock, par value	$ 0.0001	$ 0.0001
Ordinary shares, shares issued	163,693,707	168,297,916
Ordinary shares, shares outstanding	163,693,707	168,297,916	171,578,320

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

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+ Details

Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Statement of Comprehensive Income [Abstract]
Net loss including noncontrolling interest	$ (163,335)	$ (135,447)	$ (148,135)
Other comprehensive income:
Unrealized income (loss) on marketable securities	(200)	497	0
Other comprehensive income	(200)	497	0
Total comprehensive loss including noncontrolling interest	(163,535)	(134,950)	(148,135)
Less: Total comprehensive loss attributable to noncontrolling interest	(102,349)	(99,612)	(40,103)
Total comprehensive loss attributable to Class A ordinary shareholders	$ (61,186)	$ (35,338)	$ (108,032)

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Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income, attributable to parent entity. Excludes changes in equity resulting from investments by owners and distributions to owners.

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Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income. Excludes changes in equity resulting from investments by owners and distributions to owners.

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Amount after tax and reclassification adjustments of other comprehensive income (loss).

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-Section 45
-Paragraph 1A
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482790/220-10-45-1A

Reference 34: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 1B
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482790/220-10-45-1B

Reference 35: http://www.xbrl.org/2003/role/disclosureRef
-Topic 230
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482740/230-10-45-2

Reference 36: http://www.xbrl.org/2003/role/disclosureRef
-Topic 810
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1A
-Subparagraph (a)(1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481203/810-10-50-1A

Reference 37: http://www.xbrl.org/2003/role/disclosureRef
-Topic 810
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1A
-Subparagraph (c)(1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481203/810-10-50-1A

+ Details

Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2024

Accounting Policies [Abstract]

Use of Estimates

The preparation of consolidated financial statements, in accordance with GAAP, requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the consolidated financial statements, and the amounts of expenses during the reported periods. Certain estimates in these consolidated financial statements have been made in connection with the calculation of research and development expenses, equity-based compensation expense and the provision for or benefit from income taxes. The Company bases its estimates on historical experience and various other assumptions, including in certain circumstances future projections, which management believes to be reasonable under the circumstances. Actual results could differ from those estimates. Changes in estimates are reflected in reported results in the period in which they become known.

Cash Equivalents and Marketable Securities

The Company considers all highly liquid investments with an original maturity of 90 days or less on the date of purchase to be cash equivalents. The carrying value of cash and cash equivalents approximates fair value due to the short-term nature of these items.

The Company’s investments in marketable debt securities have been classified and accounted for as available-for-sale. The Company classifies its marketable debt securities as short-term due to its availability for use in its current operations. The cost of securities sold is determined using the specific identification method.

The Company considers all available evidence to evaluate if a credit loss exists, and if so, recognizes an allowance for credit loss.

Concentration of Credit Risk

Concentrations of Credit Risk

Cash and equivalents are the primary financial instruments held by the Company that are potentially subject to concentrations of credit risk. The Company’s cash and equivalents are deposited in accounts at large financial institutions, and such amounts may exceed federally insured limits.

Accrued Expenses

Accrued expenses as presented in the Consolidated Balance Sheets as of December 31, 2024 and December 31, 2023 consisted of the following (in thousands):


	December 31, 2024		December 31, 2023
Compensation	$	10,217	$	5,237
Severance		1,236		2,283
Clinical study related costs		16,452		1,658
Facility related costs		369		693
Accrued legal costs		395		1,015
Manufacturing improvement costs		72		4,365
Accrued consulting and professional fees		557		878
Other accrued expenses		1,839		1,536
Total accrued expenses and other	$	31,137	$	17,665

Research and Development Costs

Research and development costs are expensed as incurred. Research and development expenses are comprised of costs incurred in performing research and development activities, including salaries, benefits, third party license fees, and external costs of outside vendors engaged to conduct manufacturing and preclinical development activities and clinical trials.

The Company records accruals based on estimates of services received, efforts expended, and amounts owed pursuant to contracts with numerous contract research organizations. In the normal course of business, the Company contracts with third parties to perform various clinical study activities in the ongoing development of potential products. The financial terms of these agreements are

subject to negotiation and variation from contract to contract and may result in uneven payment flows. Payments under the contracts depend on factors such as the achievement of certain events and the completion of portions of the clinical study or similar conditions. The objective of the Company’s accrual policy is to match the recording of expenses in its financial statements to the actual services received and efforts expended. As such, expense accruals related to clinical studies are recognized based on the company’s estimate of the degree of completion of the event or events specified in the specific clinical study.

The Company records nonrefundable advance payments it makes for future research and development activities as prepaid expenses. Prepaid expenses are recognized as expense in the Consolidated Statement of Operations and Comprehensive Loss as the Company receives the related goods or services.

Costs incurred in obtaining technology licenses are charged to research and development expense as purchased in-process research and development if the technology licensed has not reached technological feasibility and has no alternative future use.

Fixed Assets

Fixed assets are stated at cost, less accumulated depreciation. Generally, expenditures for maintenance and repairs are charged to expense and major improvements or replacements are capitalized. The Company computes depreciation and amortization using the straight-line method over the estimated useful life of the asset. Leasehold improvements are amortized over the lesser of, the life of the lease or the estimated useful life of the leasehold improvement. The estimated useful lives are as follows:


Buildings	25-30 years
Computer equipment and software	3-5 years
Furniture and equipment	5-7 years
Leasehold improvements	remainder of lease term

Fixed assets consisted of the following (in thousands):


	December 31, 2024			December 31, 2023
Land	$	1,405		$	3,067
Buildings		21,095			22,490
Leasehold improvements		21,822			10,950
Furniture and equipment		5,647			3,690
Computer equipment and software		838			847
Construction in progress		2,447			8,741
Less: accumulated depreciation		(11,032	)		(7,642	)
Total fixed assets, net	$	42,222		$	42,143

Depreciation expense for the years ended December 31, 2024, 2023 and 2022 was $4,337,000, $2,956,000, and $2,448,000, respectively.

Intangible Assets

Intangible assets were comprised of acquired assembled workforce, which are accounted for in accordance with ASC 350 - Intangibles - Goodwill and Other. The acquired assembled workforce was amortized on a straight-line basis over the useful life of five years. Amortization expense relating to the assembled workforce intangible asset was $213,000 and $215,000 for the years ended December 31, 2023 and 2022, respectively. There was no amortization for the year ended December 31, 2024 as these assets were fully amortized in the prior year.

Impairment of Long-Lived Assets and Assets Held for Sale

Long-lived assets such as fixed assets and intangible assets subject to amortization are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized for the amount by which the carrying amount of the asset exceeds the fair value of the asset.

Due to a change in the planned use for the Company’s real property located in Greensboro, North Carolina (the “Greensboro Facility”), the Company performed an impairment analysis to compare the building’s carrying value with its estimated fair value. The fair value was determined through review of prices for similar assets and expected ranges of prices that the Company may be expected to receive upon sale of the property which are considered Level 3 inputs under the fair value hierarchy. This analysis resulted in the

recognition of a non-cash impairment charge of $5,324,000 during the year ended December 31, 2024. This charge was recorded as a component of general and administrative expenses in the accompanying Consolidated Statement of Operations.

During 2024, the Company determined that its Greensboro Facility met the criteria for held-for-sale accounting treatment after making the decision to sell the property. As the carrying value of the property, as adjusted for the impairment described above is less than the amount of the expected proceeds less the costs of disposal, the carrying value of the property was not adjusted in connection with this determination. The carrying value of this asset has been reflected as a component of total current assets in the accompanying Consolidated Balance Sheet as of December 31, 2024.

No impairment charges have been recorded for the years ended December 31, 2023 and 2022 nor were any assets classified as held for sale as of December 31, 2023.

Income Taxes

The Company uses the liability method in accounting for income taxes as required by ASC Topic 740 — Income Taxes, under which deferred tax assets and liabilities are recorded for the future tax consequences attributable to the differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period that includes the enactment date. A valuation allowance is recorded to reduce the carrying amounts of deferred tax assets unless it is more likely than not that such assets will be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, available taxes in the carryback periods, projected future taxable income and tax planning strategies in making this assessment. Accordingly, the Company has provided a full valuation allowance to offset the net deferred tax assets at December 31, 2024 and December 31, 2023.

Interest and penalties related to income taxes are included in the benefit (expense) for income taxes in the Company’s Consolidated Statements of Operations and Comprehensive Loss. The Company has not incurred any significant interest or penalties related to income taxes in any of the periods presented.

Fair Value Measurements

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. A three‑level fair value hierarchy that prioritizes the inputs used to measure fair value is described below. The three levels of inputs used to measure fair value are as follows:

•

Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities

•

Level 2 – Inputs other than quoted prices included within Level 1 that are either directly or indirectly observable through correlation with market data

•

Level 3 – Unobservable inputs that are supported by little or no market data, which require the reporting entity to develop its own assumptions

For assets and liabilities recorded at fair value, it is the Company’s policy to maximize the use of observable inputs and minimize the use of unobservable inputs when developing fair value measurements, in accordance with the fair value hierarchy. Fair value measurements for assets and liabilities where there exists limited or no observable market data are based primarily upon estimates and are often calculated based on the economic and competitive environment, the characteristics of the asset or liability and other factors. Therefore, fair value measurements cannot be determined with precision and may not be realized in an actual sale or immediate settlement of the asset or liability. Additionally, there may be inherent weaknesses in any calculation technique and changes in the underlying assumptions used, including discount rates and estimates of future cash flows, could significantly affect the calculated current or future fair values. The Company utilizes fair value measurements to record fair value adjustments to certain assets and liabilities and to determine fair value disclosures.

The carrying values of cash equivalents, accounts payable, and accrued liabilities approximate fair value due to the short‑term nature of these instruments.

Leases

The Company determines if an arrangement is a lease at inception. Balances recognized related to the Company’s operating and finance leases are included in right-of-use assets, net and lease liabilities in the Consolidated Balance Sheets. Right of use assets and lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement date. Variable payments directly related to the use of the assets and future adjustments of payments based on indices

are recognized in the period of incurrence or change and are not included in the lease payments at the initial measurement date. Lease terms may include options to extend or terminate the lease if it is reasonably certain that the Company will exercise the option. As most of the Company’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at the commencement date in determining the present value of future payments. The right of use asset also includes any lease payments made and excludes lease incentives and initial direct costs incurred. The Company has elected a practical expedient to not separate its lease and non-lease components and instead account for them as a single lease component. For lease agreements in which the Company is the lessor, the entity applies the guidance of ASC Topic 842, “Leases” in the recognition of lease income. Leases with a term of 12 months or less are not recorded on the balance sheet.

Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term. Lease payments for short-term leases are recorded to operating expense on a straight-line basis and variable lease payments are recorded in the period in which the obligation for those payments is incurred.

Contingent Liabilities

The Company records reserves for contingent liabilities when it is probable that an asset has been impaired or a liability has been incurred at the date of the financial statements, and the amount of the loss can be reasonably estimated.

Equity-Based Compensation

Compensation expense for equity-based compensation awards issued is based on the fair value of the award at the date of grant, and compensation expense is recognized for time-vested awards earned over the service period on a straight-line basis. The Company recognizes equity-based compensation for options containing performance-based vesting conditions over the requisite service period if it is probable that the performance conditions will be satisfied. The Company records forfeitures of equity-based compensation awards as they occur.

The Company’s share based compensation program grants awards that have included the following: 1) profits interests in ProKidney LP which, at close of the Business Combination, were converted into paired interests consisting of (i) Class B ordinary shares or Class B restricted stock rights and (ii) Common Units or Restricted Common Units of ProKidney LP (collectively referred to as “Legacy Profits Interests”); 2) restricted stock units issued by SCS (“Legacy SCS Awards”); 3) time-vested stock options issued by ProKidney Corp.; 4) performance-vested stock options issued by ProKidney Corp. and 5) market-vested stock options issued by ProKidney Corp.

The grant date fair value of time and performance vested stock option awards is estimated using the Black-Scholes option pricing formula. The grant date fair values of the Legacy Profits Interests and Legacy SCS Awards are based on the market value of the issuer’s shares or member units, as applicable, on the date of grant. Compensation expense related to time-vested stock options, performance-vested stock options, Legacy Profits Interests and Legacy SCS Awards are recognized on a straight-line basis over the applicable service period.

The grant date fair value of market-vested stock option awards was estimated using the Geometric Brownian Motion/Monte Carlo model. Share-based compensation expense related to these awards was recognized ratably for each vesting tranche over the derived service period regardless of whether the award achieves the market condition and will only be adjusted to the extent the service condition is not met.

Due to the lack of sufficient historical trading information with respect to its own shares, the Company estimates expected volatility based on the historical volatility of a portfolio of selected stocks of companies believed to have market and economic characteristics similar to its own. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant. Due to a lack of historical exercise data, the Company estimates the expected life of its outstanding stock options using the simplified method specified under Staff Accounting Bulletin Topic 14.D.2 for awards without market conditions.

Defined Contribution Plan

The Company sponsors a 401(k) plan for its ProKidney-US employees and a defined contribution plan for its ProKidney-KY employees. Full-time employees are eligible to participate in these plans. The Company matches 100% of participating ProKidney-US employees’ contributions up to 4% of salary and contributes 7% of ProKidney-KY employee salaries to the respective plans. The Company’s cost related to these defined contribution plans were $863,000, $503,000 and $267,000 for the years ended December 31, 2024, 2023 and 2022, respectively

Recent Accounting Pronouncements

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which is intended to improve reportable segment disclosure requirements, primarily through additional disclosures about

significant segment expenses. The standard is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company adopted the new standard in fiscal year 2024 for annual and retrospective reporting periods with all interim disclosures to begin in the first quarter of fiscal year 2025. For additional information, see Note 11, Segment Information.

In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures, which requires entities to disclose disaggregated information about their effective tax rate reconciliation and income taxes paid. The disclosure requirements will be applied on a prospective basis, with the option to apply them retrospectively. The standard is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the disclosure requirements related to this new standard.

In November 2024, the FASB issued ASU 2024-03, Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures, which requires disclosure of additional information about specific expense categories in the notes to the financial statements on an interim and annual basis. The standard is effective for fiscal years beginning after December 15, 2026, and for interim periods beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the disclosure requirements related to this new standard.

Significant Accounting Policies - Additional Information (Detail)	12 Months Ended
	Dec. 31, 2024 USD ($) Segment	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)
Accounting Policies [Line Items]
Amortization expense		$ 213,000	$ 215,000
Depreciation expense	$ 4,337,000	2,956,000	2,448,000
Asset impairment charges	$ 5,324,000	0	0
Number of Reportable Segments \| Segment	1
Defined contribution plan cost	$ 863,000	$ 503,000	$ 267,000

Investments (Additional Information) (Details) $ in Thousands	Dec. 31, 2024 USD ($) InvestmentPositions	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)
Unrealized loss position \| InvestmentPositions	21
Marketable Debt Securities [Member]
Allowance for credit losses for investments \| $	$ 0	$ 0	$ 0

Income Taxes - Components of provision for income tax expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Current:
Federal	$ (610)	$ 5,918	$ 896
State	12	78	0
Total current income tax (benefit) expense	(598)	5,996	896
Deferred:
Federal	0	0	0
State	0	0	0
Total deferred income tax expense (benefit)	0	0	0
Income tax (benefit) expense	$ (598)	$ 5,996	$ 896

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 270
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482964/270-10-50-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (ee)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-32

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
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-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12

Reference 4: http://www.xbrl.org/2003/role/exampleRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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-URI https://asc.fasb.org/1943274/2147479360/740-10-S99-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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-Topic 235
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-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

+ Details

Significant Accounting Policies - Summary of Accrued expense (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Accounting Policies [Abstract]
Compensation	$ 10,217	$ 5,237
Severance	1,236	2,283
Clinical study related costs	16,452	1,658
Facility related costs	369	693
Accrued legal costs	395	1,015
Manufacturing improvement costs	72	4,365
Accrued consulting and professional fees	557	878
Other accrued expenses	1,839	1,536
Total accrued expenses and other	$ 31,137	$ 17,665

Related Party Transactions

12 Months Ended

Dec. 31, 2024

Related Party Transactions

Note 6: Related Party Transactions

Exchange Agreement

On the Closing Date, the Company entered into an exchange agreement with PKLP and certain Closing ProKidney Unitholders (the “Exchange Agreement”) pursuant to which, subject to the procedures and restrictions therein, from and after the waiver or expiration of any contractual lock-up period (including pursuant to the Lock-Up Agreement (as defined below)) the holders of Post-Combination ProKidney Common Units as defined in the Exchange Agreement (or certain permitted transferees thereof) would have the right from time to time at and after 180 days following the Closing to exchange their Post-Combination ProKidney Common Units and an equal number of Class B ordinary shares of the Company on a one-for-one basis for Class A ordinary shares of the Company (the “Exchange”); provided, that, subject to certain exceptions, the Company, at its sole election, subject to certain restrictions, may, other than in the case of certain secondary offerings, instead settle all or a portion of the Exchange in cash based on a volume weighted average price (“VWAP”) of a Class A ordinary share. The Exchange Agreement provides that, as a general matter, a holder of Post-Combination ProKidney Common Units will not have the right to exchange Post-Combination ProKidney Common Units if the Company determines that such exchange would be prohibited by law or regulation or would violate other agreements with the Company and its subsidiaries to which the holder of Post-Combination ProKidney Common Units may be subject, including the Second Amended and Restated ProKidney Limited Partnership Agreement and the Exchange Agreement.

Lock-Up Agreement

On the Closing Date, the Company, SCS Sponsor III LLC and certain Closing ProKidney Unitholders entered into a lock-up agreement (the “Lock-Up Agreement”). The Lock-Up Agreement contains certain restrictions on transfer with respect to the SCS Sponsor III LLC and the Closing ProKidney Unitholders party thereto. Such restrictions began at the Closing and would end on the earlier of (i) the date that is 180 days after the Closing and (ii)(a) for 33% of the Lock-Up Shares (other than the Earnout Shares and the Private Placement Shares), the date on which the last reported sale price of a Class A ordinary share of the Company equals or exceeds $12.50 per share for any 20 trading days within any 30-trading day period commencing at least 30 days after the Closing and (b) for an additional 50% of the Lock-Up Shares (other than the Earnout Shares and the Private Placement Shares (as each such term is defined in the Lock-Up Agreement)), the date on which the last reported sale price of a Class A ordinary share of the Company equals or exceeds $15.00 per share for any 20 trading days within any 30-trading day period commencing at least 30 days after the Closing. Notwithstanding the above, (i) the lock-up period for any Earnout Shares will expire not earlier than 180 days after such Earnout Shares are issued; (ii) 50% of the Lock-Up Shares held by certain Closing ProKidney Unitholders and their affiliates will remain locked up until the earlier of four years following the Closing and the date that PKLP receives notice of any regulatory market authorization, including full or conditional authorization, to market its lead product candidate, Renal Autologous Cell Therapy (but, in any event, not earlier than 180 days following the Closing or (in the case of Earnout Shares) the date of issuance); and (iii) the lock-up period for the Private Placement Shares expired 30 days after the Closing. The restrictions on transfer set forth in the Lockup Agreement are subject to customary exceptions.

During January 2023, the lock-up period for 50% of the shares held by the Closing ProKidney Unitholders (other than the Earnout Shares) expired.

Tax Receivable Agreement

On the Closing Date, the Company entered into a tax receivable agreement (the “Tax Receivable Agreement”) with the Closing ProKidney Unitholders. Pursuant to the Tax Receivable Agreement, among other things, the Company will be required to pay the Closing ProKidney Unitholders party thereto 85% of certain tax savings recognized by the Company, if any, as a result of the increases in tax basis attributable to exchanges by the Closing ProKidney Unitholders of Post-Combination ProKidney Common Units for Class A ordinary shares of the Company or, subject to certain restrictions, cash, pursuant to the Exchange Agreement and certain other tax attributes of PKLP and tax benefits related to entering into the Tax Receivable Agreement.

Earnout Rights

At the Closing, certain shareholders were issued an aggregate of 17,500,000 Earnout Restricted Common Units and 17,500,000 Earnout Restricted Stock Rights (collectively, the “Earnout Rights”). The Earnout Rights vest in three equal tranches if, during the five-year period after Closing, the VWAP of a Class A ordinary share reaches $15.00 per share, $20.00 per share and $25.00 per share. Likewise, the Earnout Rights will vest upon a change of control with a per share price exceeding those same VWAP thresholds within a five-year period immediately following the Closing. Upon vesting, the Earnout Rights will automatically convert into Post Combination ProKidney Common Units and Class B ordinary shares.

Related Party Debt

On January 18, 2022, in connection with the execution of the Business Combination Agreement, the Company entered into the Promissory Notes. Through such promissory notes, the holders could fund up to $100,000,000 to support the operational financing needs of the Company prior to the Closing. These notes bore interest at a rate of 3% per annum and were due upon the earliest of either (i) the date on which the Business Combination closed or (ii) January 17, 2023.

Drawdowns on the Promissory Notes could be made in multiples of $10,000 unless otherwise agreed upon. Once an amount was drawn down under the Promissory Notes, it was no longer available for future drawdown requests even if prepaid.

During the year ended December 31, 2022, the Company borrowed $35,000,000 under the Promissory Notes. During the year ended December 31, 2022, the Company recognized interest expense of $207,000, respectively related to the Promissory Notes. The amounts due under the Promissory Notes were paid, and the Promissory Notes were effectively terminated upon Closing as described in Note 1.

Consulting Services Agreement between ProKidney-KY and Nefro Health

On January 1, 2020, ProKidney-KY (formerly known as inRegen, and prior to that, RegenMed (Cayman) Ltd.) entered into a consulting services agreement with Nefro Health (“Nefro”), an Irish partnership controlled and majority-owned by Mr. Pablo Legorreta, a director of the Company, pursuant to which Nefro provides consulting services for the research and development of the Company’s product candidates, including the conduct of clinical trials in North America and the European Union, the design and

manufacturing of ProKidney’s product candidates as well as pre-commercialization activities. Under the agreement, Nefro receives $25,000 per quarter and is reimbursed for any out-of-pocket expenses incurred in connection with activities Nefro conducted under the agreement. ProKidney-KY has paid Nefro an aggregate of $100,000 for each of the years ended December 31, 2024, 2023 and 2022. The initial term of the consulting services agreement continued through December 31, 2020 and was renewed pursuant to the provision allowing for automatic renewals for additional periods of one year each unless terminated by either party by providing written notice to the other party at least ninety (90) days prior to the scheduled termination date. Either party may terminate this agreement upon the occurrence of a material breach by the other party in the performance of its obligations under the agreement or in respect of any provision, representation, warranty or covenant if such breach has not been cured within thirty (30) days after receiving written notice from the non-breaching party. Additionally, either of the parties may terminate the consulting services agreement for any reason upon giving thirty (30) days’ advance notice of such termination to the other party. In the event of such termination, ProKidney-KY will be obligated to pay Nefro any earned but unpaid consulting fee as of the termination date.

Consulting Services Agreement between ProKidney-US and Nefro Health

On January 1, 2020, ProKidney-US (formerly known as Twin City Bio, LLC) entered into a consulting services agreement with Nefro, pursuant to which Nefro provides consulting services for the research and development of the Company’s product candidates, including the conduct of clinical trials in North America and the European Union, the design and manufacturing of the Company’s product candidates as well as pre-commercialization activities. Under the agreement, Nefro receives $25,000 per quarter and is reimbursed for any out-of-pocket expenses incurred in connection with activities Nefro conducted under the agreement. ProKidney-US has paid Nefro an aggregate of $100,000 for each of the years ended December 31, 2024, 2023 and 2022. The initial term of the consulting services agreement continued through December 31, 2020 and was renewed pursuant to the provision allowing for automatic renewals for additional periods of one year each unless terminated by either party by providing written notice to the other party at least ninety (90) days prior to the scheduled termination date. Either party may terminate this agreement upon the occurrence of a material breach by the other party in the performance of its obligations under the agreement or in respect of any provision, representation, warranty or covenant if such breach has not been cured within thirty (30) days after receiving written notice from the non-breaching party. Additionally, either of the parties may terminate the consulting services agreement for any reason upon giving thirty (30) days’ advance notice of such termination to the other party. In the event of such termination, ProKidney-US will be obligated to pay Nefro any earned but unpaid consulting fee as of the termination date.

- Definition

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Section 50
-Paragraph 2
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-URI https://asc.fasb.org/1943274/2147480990/946-20-50-2

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-Paragraph 1
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+ Details

Equity Based Compensation - Schedule of Profits Interest awards (Details) - Profits Interest awards [Member] - $ / shares	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2022
Summary of Profits Interest awards, Activity [Line Items]
Number of Shares, Unvested awards outstanding at January 1, 2024	3,565,753
Number of Shares, Vested	(1,336,572)
Number of Shares, Forfeited	(473,495)
Number of Shares, Unvested awards outstanding at December 31, 2024	1,755,686
Weighted Average Grant Date Fair Value, Unvested awards outstanding at January 1, 2024	$ 7.23
Weighted Average Grant Date Fair Value, Granted		$ 7.43
Weighted Average Grant Date Fair Value, Vested	6.89
Weighted Average Grant Date Fair Value, Forfeited	7.64
Weighted Average Grant Date Fair Value, Unvested awards outstanding at December 31, 2024	$ 7.37

Significant Accounting Policies - Summary of Fixed Assets (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Property, Plant and Equipment [Line Items]
Less: accumulated depreciation	$ (11,032)	$ (7,642)
Total fixed assets, net	42,222	42,143
Land
Property, Plant and Equipment [Line Items]
Fixed Assets Gross	1,405	3,067
Buildings
Property, Plant and Equipment [Line Items]
Fixed Assets Gross	$ 21,095	22,490
Buildings \| Maximum Member
Property, Plant and Equipment [Line Items]
Estimated useful lives	30 years
Buildings \| Minimum Member
Property, Plant and Equipment [Line Items]
Estimated useful lives	25 years
Computer equipment and software
Property, Plant and Equipment [Line Items]
Fixed Assets Gross	$ 838	847
Computer equipment and software \| Maximum Member
Property, Plant and Equipment [Line Items]
Estimated useful lives	5 years
Computer equipment and software \| Minimum Member
Property, Plant and Equipment [Line Items]
Estimated useful lives	3 years
Furniture and equipment
Property, Plant and Equipment [Line Items]
Fixed Assets Gross	$ 5,647	3,690
Furniture and equipment \| Maximum Member
Property, Plant and Equipment [Line Items]
Estimated useful lives	7 years
Furniture and equipment \| Minimum Member
Property, Plant and Equipment [Line Items]
Estimated useful lives	5 years
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property Plant and Equipment Estimated Useful Life	remainder of lease term
Fixed Assets Gross	$ 21,822	10,950
Construction in progress
Property, Plant and Equipment [Line Items]
Construction in progress	$ 2,447	$ 8,741

Segment Information

12 Months Ended

Dec. 31, 2024

Segment Reporting [Abstract]

Segment Information

Note 11: Segment Information

We regularly review our operating segments and the approach used by management to evaluate performance and allocate resources. In 2024, we managed our business as a single operating segment. The Company’s Chief Executive Officer is considered to be the Company’s chief operating decision maker under the requirements of Topic 280 of the ASC “Segments”. The primary measure of profit/loss reviewed by the chief operating decision maker (“CODM”) is net loss before noncontrolling interest.

The Company does not have any product candidates approved for sale and has not generated any revenue from product sales. During 2024, the Company began recognizing lease revenue related to existing lease agreements held with certain third parties which leased space in the buildings which also house the Company’s manufacturing operations.

We manage our assets on a total company basis, not by operating segment. Therefore, our chief operating decision maker does not regularly review any asset information other than total Company assets. See the Company’s Consolidated Balance Sheets for total assets. The majority of the Company’s long-lived assets are located in the United States.

The following table provides selected income statement information for our single reportable segment (in thousands):


	December 31, 2024			December 31, 2023			December 31, 2022
Net loss before noncontrolling interest	$	(163,335	)	$	(135,447	)	$	(148,135	)
Rental income		76			–			–
Depreciation and amortization		4,337			2,956			2,448
Equity-based compensation		29,372			30,846			74,469
Income tax (benefit) expense		(598	)		5,996			896
Interest expense		9			12			215
Interest income		19,752			22,083			5,983

The following table provides significant expense categories that are regularly reported to the chief operating decision maker (in thousands):


	December 31, 2024			December 31, 2023			December 31, 2022
Revenue	$	76		$	–		$	–

Clinical expense		50,235			42,513			24,963
Cash compensation		48,025			31,374			16,409
Cash operating expenses		45,459			49,431			49,360
Other segment items (1)		19,692			12,129			57,403
Net loss before noncontrolling interest	$	(163,335	)	$	(135,447	)	$	(148,135	)

(1)

Other segment items primarily include interest income, equity-based compensation, depreciation, and impairment charges.

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

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+ Details

Insider Trading Policies and Procedures	3 Months Ended
Insider Trading Policies and Procedures	Dec. 31, 2024
Insider Trading Policies and Procedures [Line Items]
Insider Trading Policies and Procedures Adopted	false
Insider Trading Policies and Procedures Not Adopted	Although we have not adopted an insider trading policy governing the purchase or sale of our securities by the Company, as part of the oversight of risk, the Board, or one or more of its Committees, approves any transaction, plan or arrangement by or with the Company with respect to our securities on a case-by-case basis, and as part of their procedures to review and approve any such transaction, plan or arrangement, the Board or Committee consults with legal counsel to ensure compliance with applicable insider trading laws, rules and regulations, and listing standards. A copy of the policy is filed as an exhibit to this Annual Report on Form 10-K.

Investments - Schedule of Marketable Securities Measured At Fair Value (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Cash Equivalents	$ 99,120	$ 60,649
Marketable Securities	259,172	302,301
Fair Value, Recurring [Member]
Amortized Cost	314,850	309,722
Gross Unrealized Gains	340	545
Gross Unrealized Losses	(44)	(48)
Fair Value	315,146	310,219
Cash Equivalents	55,974	7,918
Marketable Securities	259,172	302,301
Fair Value, Inputs, Level 2 [Member] \| Money Market Funds [Member] \| Fair Value, Recurring [Member]
Amortized Cost	5,979	4,450
Gross Unrealized Gains	0	0
Gross Unrealized Losses	0	0
Fair Value	5,979	4,450
Cash Equivalents	5,979	4,450
Marketable Securities	0	0
Fair Value, Inputs, Level 2 [Member] \| Time Deposit [Member] \| Fair Value, Recurring [Member]
Amortized Cost	6,725	23,628
Gross Unrealized Gains	12	73
Gross Unrealized Losses	0	0
Fair Value	6,737	23,701
Cash Equivalents	0	330
Marketable Securities	6,737	23,371
Fair Value, Inputs, Level 2 [Member] \| Commercial Paper [Member] \| Fair Value, Recurring [Member]
Amortized Cost	34,850	126,307
Gross Unrealized Gains	46	143
Gross Unrealized Losses	(2)	(28)
Fair Value	34,894	126,422
Cash Equivalents	3,147	996
Marketable Securities	31,747	125,426
Fair Value, Inputs, Level 2 [Member] \| Asset Backed Securities [Member] \| Fair Value, Recurring [Member]
Amortized Cost	6,905
Gross Unrealized Gains	30
Gross Unrealized Losses	0
Fair Value	6,935
Cash Equivalents	0
Marketable Securities	6,935
Fair Value, Inputs, Level 2 [Member] \| Government Bond [Member] \| Fair Value, Recurring [Member]
Amortized Cost	80,509	23,014
Gross Unrealized Gains	62	15
Gross Unrealized Losses	0	(13)
Fair Value	80,571	23,016
Cash Equivalents	46,848	0
Marketable Securities	33,723	23,016
Fair Value, Inputs, Level 2 [Member] \| Corporate Debt Securities [Member] \| Fair Value, Recurring [Member]
Amortized Cost	179,882	132,323
Gross Unrealized Gains	190	314
Gross Unrealized Losses	(42)	(7)
Fair Value	180,030	132,630
Cash Equivalents	0	2,142
Marketable Securities	$ 180,030	$ 130,488

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Dec. 31, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Income Taxes - Components of deferred tax assets and liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Deferred tax assets:
Accrued compensation	$ 1,816	$ 1,302
Leases	98	34
Share-based compensation	5,702	3,163
Research and experimental costs capitalized	0	9,556
Net operating loss carryforwards	143	294
Start-up costs	232	32
Deferred tax assets before valuation allowance	7,991	14,381
Valuation allowance	(6,928)	(12,888)
Deferred Tax Assets, Net of Valuation Allowance, Total	1,063	1,493
Deferred tax liabilities:
Fixed assets	1,051	1,481
Prepaid expenses	12	12
Total deferred income tax liabilities	1,063	1,493
Net deferred tax asset	$ 0	$ 0

Net Loss per Share - Schedule of computation of basic and diluted net loss per share (Details) - USD ($) $ / shares in Units, $ in Thousands	6 Months Ended	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Numerator
Net loss before noncontrolling interest	$ (54,503)	$ (163,335)	$ (135,447)	$ (148,135)
Less: Net loss attributable to noncontrolling interests	$ (40,103)	$ (102,149)	$ (99,979)
Antidilutive securities
Earnout Rights		17,500,000	17,500,000	17,500,000
Stock options granted under the 2022 Equity Incentive Plan	9,504,715	21,449,920	14,680,109	9,504,715
Legacy Scs[Member]
Antidilutive securities
Unvested Restricted Stock Rights		0	0	50,000
Legacy SCS Restricted Share Units		0	0	50,000
Restricted Stock [Member]
Antidilutive securities
Unvested Restricted Stock Rights		1,755,686	3,565,753	8,369,796
Legacy SCS Restricted Share Units		1,755,686	3,565,753	8,369,796
Common Class A [Member]
Numerator
Net loss available to Class A ordinary shareholders of ProKidney Corp., Basic	$ (14,400)	$ (61,186)	$ (35,468)
Net loss available to Class A ordinary shareholders of ProKidney Corp,. Diluted	$ (14,400)	$ (61,186)	$ (35,468)
Denominator
Weighted average Class A ordinary shares outstanding, Basic	61,540,231	97,916,193	61,714,225	61,540,231
Weighted average Class A ordinary shares outstanding, Diluted	61,540,231	97,916,193	61,714,225	61,540,231
Net loss per share attributable to Class A ordinary shares, Basic	$ (0.23)	$ (0.62)	$ (0.57)	$ (0.23)
Net loss per share attributable to Class A ordinary shares, Diluted	$ (0.23)	$ (0.62)	$ (0.57)	$ (0.23)
Antidilutive securities
Ordinary shares, shares outstanding		128,054,417	59,880,347
Common Class B [Member]
Antidilutive securities
Ordinary shares, shares outstanding	171,578,320	163,693,707	168,297,916	171,578,320

Significant Accounting Policies

12 Months Ended

Dec. 31, 2024

Accounting Policies [Abstract]

Significant Accounting Policies

Note 2: Significant Accounting Policies

Use of Estimates

Cash Equivalents and Marketable Securities

The Company considers all available evidence to evaluate if a credit loss exists, and if so, recognizes an allowance for credit loss.

Concentrations of Credit Risk

Accrued Expenses

Accrued expenses as presented in the Consolidated Balance Sheets as of December 31, 2024 and December 31, 2023 consisted of the following (in thousands):


	December 31, 2024		December 31, 2023
Compensation	$	10,217	$	5,237
Severance		1,236		2,283
Clinical study related costs		16,452		1,658
Facility related costs		369		693
Accrued legal costs		395		1,015
Manufacturing improvement costs		72		4,365
Accrued consulting and professional fees		557		878
Other accrued expenses		1,839		1,536
Total accrued expenses and other	$	31,137	$	17,665

Research and Development Costs

Fixed Assets


Buildings	25-30 years
Computer equipment and software	3-5 years
Furniture and equipment	5-7 years
Leasehold improvements	remainder of lease term

Fixed assets consisted of the following (in thousands):


	December 31, 2024			December 31, 2023
Land	$	1,405		$	3,067
Buildings		21,095			22,490
Leasehold improvements		21,822			10,950
Furniture and equipment		5,647			3,690
Computer equipment and software		838			847
Construction in progress		2,447			8,741
Less: accumulated depreciation		(11,032	)		(7,642	)
Total fixed assets, net	$	42,222		$	42,143

Depreciation expense for the years ended December 31, 2024, 2023 and 2022 was $4,337,000, $2,956,000, and $2,448,000, respectively.

Intangible Assets

Impairment of Long-Lived Assets and Assets Held for Sale

No impairment charges have been recorded for the years ended December 31, 2023 and 2022 nor were any assets classified as held for sale as of December 31, 2023.

Income Taxes

Fair Value Measurements

•

Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities

•

Level 2 – Inputs other than quoted prices included within Level 1 that are either directly or indirectly observable through correlation with market data

•

Level 3 – Unobservable inputs that are supported by little or no market data, which require the reporting entity to develop its own assumptions

The carrying values of cash equivalents, accounts payable, and accrued liabilities approximate fair value due to the short‑term nature of these instruments.

Leases

Contingent Liabilities

Equity-Based Compensation

Defined Contribution Plan

Recent Accounting Pronouncements

Private Placement - Additional Information (Detail)	12 Months Ended
Private Placement - Additional Information (Detail)	Dec. 31, 2024 USD ($) $ / shares
Private Placement [Member]
Class of Stock [Line Items]
Sale of stock price per share \| $ / shares	$ 10
Common Class A [Member]
Class of Stock [Line Items]
Proceeds from private placement issue \| $	$ 574,800,000

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Description of Business and Basis of Presentation - Additional Information (Detail) - USD ($)	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Description Of Organization And Business Operations [Line Items]
Incorporation date of entity	Feb. 25, 2021
Repayments of related party debt	$ 0	$ 0	$ 35,000,000
Proceeds from business combination gross	596,537,000
Advisory and placement fees	29,389,000
Costs paid with proceeds for SPAC	$ 21,029,000
PKLP [Member]
Description Of Organization And Business Operations [Line Items]
Percentage Of Non Voting Economic Interest	56.10%
Percentage Of Non Voting Economic Interest by Parent	43.90%
Repayments of related party debt	$ 35,000,000
Ownership Percentage	100.00%
Proceeds from unredeemed shares	$ 21,737,000
Private Placement [Member]
Description Of Organization And Business Operations [Line Items]
Sale of stock price per share	$ 10
Common Class A [Member]
Description Of Organization And Business Operations [Line Items]
Proceeds from private placement issue	$ 574,800,000

Segment Information - Significant expense categories that are regularly reported to the chief operating decision maker (Details) - Reportable Segment [Member] - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2024

Dec. 31, 2023

Dec. 31, 2022

Segment Reporting Information [Line Items]

Revenue

$ 76

$ 0

Net loss before noncontrolling interest

(163,335)

(135,447)

(148,135)

Clinical Expense

Segment Reporting Information [Line Items]

Other Expenses

50,235

42,513

24,963

Cash Compensation

Segment Reporting Information [Line Items]

Other Expenses

48,025

31,374

16,409

Cash Operating Expenses

Segment Reporting Information [Line Items]

Other Expenses

45,459

49,431

49,360

Other Segment Items

Segment Reporting Information [Line Items]

Other Expenses

^[1]

$ 19,692

$ 12,129

$ 57,403

[1]	Other segment items primarily include interest income, equity-based compensation, depreciation, and impairment charges.

- Definition

Amount of Net Income (Loss) attributable to noncontrolling interest.

+ References

+ Details

- Definition

Amount of revenue recognized from goods sold, services rendered, insurance premiums, or other activities that constitute an earning process. Includes, but is not limited to, investment and interest income before deduction of interest expense when recognized as a component of revenue, and sales and trading gain (loss).

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
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+ Details

Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Common Class A [Member]
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	500,000,000	500,000,000
Ordinary shares, shares issued	128,054,417	59,880,347
Ordinary shares, shares outstanding	128,054,417	59,880,347
Common Class B [Member]
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	500,000,000	500,000,000
Ordinary shares, shares issued	163,693,707	168,297,916
Ordinary shares, shares outstanding	163,693,707	168,297,916	171,578,320

Equity Based Compensation (Tables)

12 Months Ended

Dec. 31, 2024

Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]

Summary of stock option awards granted, Activity

The following table summarizes the activity related to the Company’s time-vested stock option awards granted under the 2022 Plan for the year ended December 31, 2024:


	Number of Shares			Weighted Average Exercise Price
Time-vested options outstanding at January 1, 2024		14,680,109		$	7.83
Granted		8,871,107			1.87
Exercised		(86,842	)		1.61
Forfeited		(3,685,704	)		6.41
Time-vested options outstanding at December 31, 2024		19,778,670		$	5.45
Time-vested options exercisable at December 31, 2024		5,506,641		$	7.92
Weighted average remaining contractual life	8.2 years
Time-vested options vested and expected to vest at December 31, 2024		19,778,670		$	5.45
Weighted average remaining contractual life	8.5 years

Summary of Performance-Based Stock Option Activity

The following table summarizes the activity related to the Company’s performance-based stock option awards granted under the 2022 Plan for the year ended December 31, 2024:


	Number of Shares		Weighted Average Exercise Price
Performance-based options outstanding at January 1, 2024		1,000,000	$	1.69
Granted		671,250		1.52
Performance-based options outstanding at December 31, 2024		1,671,250	$	1.62
Performance-based options exercisable at December 31, 2024		250,000	$	1.69
Weighted average remaining contractual life	8.9 years
Performance-based options vested and expected to vest at December 31, 2024		1,671,250	$	1.62
Weighted average remaining contractual life	9.0 years

Summary of Profits Interest awards, Activity

The following table summarizes the activity related to the Company’s Profits Interest awards for the year ended December 31, 2024:


	Number of Shares			Weighted Average Grant Date Fair Value
Unvested awards outstanding at January 1, 2024		3,565,753		$	7.23
Vested		(1,336,572	)		6.89
Forfeited		(473,495	)		7.64
Unvested awards outstanding at December 31, 2024		1,755,686		$	7.37

Summary of assumptions of the valuation scenarios

The following reflects the key assumptions used in each of the valuation scenarios:


	OPM			PWERM
Total equity value (in thousands)	$234,551 - $280,400			$	1,750,000
Expected volatility of total equity		95	%	60% - 90%
Discount for lack of market		30	%	7% - 15%
Expected time to exit event	3.4 years - 3.7 years			0.1 years - 0.5 years

Schedule of Compensation expense related to share-based awards

Compensation expense related to share-based awards is included in research and development and general and administrative expense as follows (in thousands):


	Years Ended December 31,
	2024		2023		2022
Research and development	$	12,504	$	15,864	$	23,711
General and administrative		16,868		14,982		50,758
Total equity-based compensation expense	$	29,372	$	30,846	$	74,469


	Years Ended December 31,
	2024		2023			2022
Time-vested stock options	$	20,785	$	23,560		$	2,309
Performance-based stock options		1,136		–			–
Market-vested stock options		–		(2,172	)		2,172
Legacy restricted stock units		–		–			396
Legacy profits interests		7,451		9,458			69,592
Total equity-based compensation expense	$	29,372	$	30,846		$	74,469

Market-Vested Awards

Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]

Summary of assumptions of the valuation in stock option activity

Due to the market condition included in this grant, the Company used the Geometric Brownian Motion/Monte Carlo model to value these awards. The model used the following inputs:


Expected volatility		96%
Suboptimal exercise multiple		2.80
Risk-free interest rate		4.2%
Expected dividend yield		0.0%

Time-Vested Awards

Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]

Summary of assumptions of the valuation in stock option activity

The fair value of stock options granted was estimated using the following assumptions during the years ended December 31, 2024 and 2023:


	Years Ended December 31,
	2024	2023
Expected volatility	82.9% - 85.5%	81.5% - 84.0%
Expected life of options, in years	5.2 - 6.1	5.2 - 6.1
Risk-free interest rate	3.6% - 4.6%	3.5% - 4.3%
Expected dividend yield	0.0%	0.0%

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

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-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (e)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 24: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (f)(2)(i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 25: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (f)(2)(ii)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 26: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (f)(2)(iii)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 27: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (f)(2)(iv)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 28: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (f)(2)(v)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

+ Details

Shareholders' Equity

12 Months Ended

Dec. 31, 2024

Equity [Abstract]

Shareholders' Equity

Note 8: Shareholders’ Equity

In conjunction with the Business Combination, 186,500,000 Class A Units and 27,100,937 Class B and B-1 Units of PKLP were converted into an aggregate of 170,723,961 Class B ordinary shares of the Company and 9,276,039 Restricted Stock Rights in the Company (the “Restricted Stock Rights”).

Subsequent to the Business Combination, the Company’s authorized share capital consists of 1,005,000,000 shares including (i) 500,000,000 Class A ordinary shares, par value $0.0001 per share, (ii) 500,000,000 Class B ordinary shares, par value $0.0001 per share and (iii) 5,000,000 preference shares, par value $0.0001 per share.

Public Offerings

In June 2024, the Company sold 46,886,452 of its Class A ordinary shares in an underwritten public offering at a price of $2.42 per share. Additionally, in June 2024, the Company sold 11,030,574 of its Class A ordinary shares to certain investment entities at price of $2.42 per share in a concurrent registered direct offering pursuant to share purchase agreements. The net proceeds to the Company from the offerings were approximately $136,618,000, after deducting the underwriting discounts and commissions and offering expenses payable by the Company. The shares were offered and sold pursuant to the Company’s shelf registration statement on Form S-3.

Open Market Sale Agreement

In January 2024, the Company entered into an Open Market Sale AgreementSM (“Sales Agreement”) with Jefferies LLC (“Jefferies”) as the sales agent, pursuant to which the Company may offer and sell, from time to time, through Jefferies, shares of its Class A ordinary shares having an aggregate offering price of up to $100,000,000 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 the Company’s shelf registration statement on Form S-3.

During the year ended December 31, 2024, the Company sold 4,170,791 of its Class A ordinary shares under the Sales Agreement for net proceeds of $7,707,000.

Rights of Class A Ordinary Shares

Each holder of Class A ordinary shares is entitled to one vote for each Class A ordinary share held of record by such holder on all matters on which shareholders generally are entitled to vote.

Subject to preferences that may be applicable to any outstanding preference shares, the holders of Class A ordinary shares are entitled to receive ratably such dividends, if any, as may be declared from time to time by the Board out of funds legally available therefor. All dividends are subject to certain restrictions under Cayman Islands law, namely that we may only pay dividends out of profits or share premium account, and provided always that, in no circumstances may a dividend be paid if this would result in us being unable to pay our debts as they fall due in the ordinary course of business.

In the event of any voluntary or involuntary liquidation, dissolution or winding up of our affairs, the holders of the Company’s Class A ordinary shares are entitled to share ratably in all assets remaining after payment of our debts and other liabilities, subject to prior distribution rights of preference shares or any class or series of shares having a preference over the Company’s Class A ordinary shares, then outstanding, if any.

Rights of Class B Ordinary Shares

Each holder of the Company’s Class B ordinary shares is entitled to one vote for each Class B ordinary share held of record by such holder on all matters on which shareholders generally are entitled to vote. The holders of the Company’s Class B ordinary shares will not participate in any dividends declared by our board of directors.

In the event of any voluntary or involuntary liquidation, dissolution or winding up of our affairs, the holders of our Class B ordinary shares are entitled to a ratable amount equal to the capital paid up on such Class B ordinary shares of all assets remaining after payment of our debts and other liabilities, subject to prior distribution rights of preference shares or any class or series of shares having a preference over the Company’s Class B ordinary shares, then outstanding, if any. The Company’s Class B ordinary shares shall not carry any other right to participate in our profits or assets.

Earnout Rights

At the closing of the Business Combination, certain shareholders were issued an aggregate of 17,500,000 Earnout Rights. The Earnout Rights vest in three equal tranches if, during the five-year period after Closing, the VWAP of a Class A ordinary share reaches $15.00 per share, $20.00 per share and $25.00 per share. Likewise, the Earnout Rights will vest upon a change of control with a per share price exceeding those same VWAP thresholds within a five-year period immediately following the Closing. Upon vesting, the Earnout Rights will automatically convert into Post-Combination ProKidney Common Units and Class B ordinary shares.

The issuance of the Earnout Rights was accounted for as an equity transaction. Since the Earnout Rights were issued to Closing ProKidney Unitholders (i.e., the accounting acquirer in the business combination), the accounting for the Earnout Rights arrangement does not fall under Accounting Standards Codification (“ASC”) Topic 805, Business Combinations nor Topic 718, Stock Compensation.

The accounting for the Earnout Rights was also evaluated under ASC Topic 480, Distinguishing Liabilities from Equity, to determine if the arrangement should be classified as a liability. Based on that analysis, it was determined that the Earnout Rights did not meet the criteria to be accounted for as a liability. Additionally, the Earnout Rights were evaluated under ASC Topic 815, Derivatives. As part of that analysis, it was determined that the Earnout Rights met the definition of a derivative; however, they meet the scope exception criteria as they were clearly and closely related to the entity’s own stock, and met the criteria for equity treatment.

Redeemable Noncontrolling Interest

12 Months Ended

Dec. 31, 2024

Noncontrolling Interest [Abstract]

Redeemable Noncontrolling Interest

Note 7: Redeemable Noncontrolling Interest

The Company is subject to the Exchange Agreement with respect to the Post-Combination ProKidney Common Units representing the outstanding 56.1% noncontrolling interest in PKLP (see Note 1). The Exchange Agreement requires the surrender of an equal number of Post-Combination ProKidney Common Units and Class B ordinary shares for (i) Class A ordinary shares on a one-for-one basis or (ii) cash (based on the fair market value of the Class A ordinary shares as determined pursuant to the Exchange Agreement), at the Company’s option (as the managing member of PKLP), subject to customary conversion rate adjustments for share splits, share dividends and reclassifications. The exchange value is determined based on a five-day VWAP of the Class A ordinary shares as defined in the Exchange Agreement, subject to customary conversion rate adjustments for share splits, share dividends and reclassifications.

The redeemable noncontrolling interest is recognized at the higher of (1) its initial fair value plus accumulated earnings/losses associated with the noncontrolling interest or (2) the redemption value as of the balance sheet date. At December 31, 2024, the redeemable noncontrolling interest was recorded based on its initial fair value plus accumulated losses associated with the noncontrolling interest as this amount was higher than the redemption value as of the balance sheet date which was approximately $282,389,000.

Changes in the Company’s ownership interest in PKLP while the Company retains its controlling interest in PKLP are accounted for as equity transactions, and the Company is required to adjust noncontrolling interest and equity for such changes. The following is a summary of net income attributable to the Company and transfers to noncontrolling interest:


	For the Year Ended December 31, 2024			For the Year Ended December 31, 2023			For the Period from July 11, 2022 through December 31, 2022
Net loss available to Class A ordinary shareholders	$	(61,186	)	$	(35,468	)	$	(14,400	)
(Increase)/Decrease in ProKidney Corp. accumulated deficit for impact of subsidiary equity-based compensation		4,863			7,005			6,150
(Increase)/Decrease in ProKidney Corp. additional paid-in capital for exchange of Common Units in ProKidney LP for Class A ordinary shares		(15,441	)		(9,500	)		–
(Increase)/Decrease in ProKidney Corp. additional paid-in capital for vesting of Restricted Common Units in ProKidney LP		14,786			(4,795	)		(321	)
Change from net loss available to Class A ordinary shareholders and change in ownership interest in ProKidney LP	$	(56,978	)	$	(42,758	)	$	(8,571	)

Leases (Additional Information) (Details) - USD ($)	12 Months Ended
Leases (Additional Information) (Details) - USD ($)	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Leases [Abstract]
Right Of Use Assets Operating And Finance Lease	$ 2,967,000	$ 4,263,000
Operating And Finance Lease Liabilities Current	765,000	803,000
Operating Lease Expense	1,976,000	$ 1,062,000	$ 551,000
Operating Lease Payments	$ 1,392,000
Finance Lease, Weighted Average Remaining Lease Term	4 years 7 months 6 days
Operating Lease, Weighted Average Remaining Lease Term	3 years 6 months
Finance lease, weighted average discount rate	6.50%
Operating lease, weighted average discount rate	10.60%
Leasing revenue	$ 76,000

Net Loss per Share (Tables)

12 Months Ended

Dec. 31, 2024

Earnings Per Share [Abstract]

Schedule of computation of basic and diluted net loss per share

The following table sets forth the computation of basic and diluted net loss per share for the years ended December 31, 2024 and 2023 and the period from July 11, 2022 through December 31, 2022 (in thousands, except share and per share amounts):


	For the Years Ended December 31,						Period from July 11, 2022 through December 31,
	2024			2023			2022
Numerator
Net loss	$	(163,335	)	$	(135,447	)	$	(54,503	)
Less: Net loss attributable to noncontrolling interests		(102,149	)		(99,979	)		(40,103	)
Net loss available to Class A ordinary shareholders of ProKidney Corp., basic and diluted	$	(61,186	)	$	(35,468	)	$	(14,400	)

Denominator
Weighted average Class A ordinary shares or ProKidney Corp. outstanding, basic and diluted		97,916,193			61,714,225			61,540,231

Net loss per Class A ordinary share
Net loss per Class A ordinary share of ProKidney Corp., basic and diluted	$	(0.62	)	$	(0.57	)	$	(0.23	)

Outstanding anti-dilutive securities not included in the diluted net loss per share calculation include the following:


	As of December 31,
	2024		2023		2022
Antidilutive securities
ProKidney Corp. Class B ordinary shares		163,693,707		168,297,916		171,578,320
Unvested Restricted Stock Rights		1,755,686		3,565,753		8,369,796
Earnout Rights		17,500,000		17,500,000		17,500,000
Legacy SCS Restricted Share Units		–		–		50,000
Stock options granted under the 2022 Equity Incentive Plan		21,449,920		14,680,109		9,504,715

Segment Information (Additional Information) (Details)	12 Months Ended
Segment Information (Additional Information) (Details)	Dec. 31, 2024 Segment
Segment Reporting Information [Line Items]
Number of operating segment.	1

Net Loss per Share

12 Months Ended

Dec. 31, 2024

Earnings Per Share [Abstract]

Net Loss per Share

Note 9: Net Loss per Share

Basic net loss per share is calculated by dividing net loss attributable to Class A ordinary shareholders by the weighted-average shares of Class A ordinary shares outstanding without the consideration for potential dilutive securities. Diluted net loss per share represents basic net loss per share adjusted to include the effects of all potentially dilutive shares. Diluted net loss per share is the same as basic loss per share for all periods as the inclusion of potentially issuable shares would be antidilutive.

The Company analyzed the calculation of net loss per share for periods prior to the Business Combination on July 11, 2022 and determined that it resulted in values that would not be meaningful to the users of the consolidated financial statements, as the capital structure completely changed as a result of the Business Combination. Therefore, net loss per share information has not been presented for periods prior to the Business Combination. The basic and diluted net loss per share attributable to Class A ordinary shareholders for the year ended December 31, 2022, as presented on the consolidated statements of operations, represents only the period after the Business Combination to December 31, 2022.


	For the Years Ended December 31,						Period from July 11, 2022 through December 31,
	2024			2023			2022
Numerator
Net loss	$	(163,335	)	$	(135,447	)	$	(54,503	)
Less: Net loss attributable to noncontrolling interests		(102,149	)		(99,979	)		(40,103	)
Net loss available to Class A ordinary shareholders of ProKidney Corp., basic and diluted	$	(61,186	)	$	(35,468	)	$	(14,400	)

Denominator
Weighted average Class A ordinary shares or ProKidney Corp. outstanding, basic and diluted		97,916,193			61,714,225			61,540,231

Net loss per Class A ordinary share
Net loss per Class A ordinary share of ProKidney Corp., basic and diluted	$	(0.62	)	$	(0.57	)	$	(0.23	)

Outstanding anti-dilutive securities not included in the diluted net loss per share calculation include the following:


	As of December 31,
	2024		2023		2022
Antidilutive securities
ProKidney Corp. Class B ordinary shares		163,693,707		168,297,916		171,578,320
Unvested Restricted Stock Rights		1,755,686		3,565,753		8,369,796
Earnout Rights		17,500,000		17,500,000		17,500,000
Legacy SCS Restricted Share Units		–		–		50,000
Stock options granted under the 2022 Equity Incentive Plan		21,449,920		14,680,109		9,504,715

Investments - Schedule of Investments Fair Values and Gross Unrealized (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Less than 12 months, Fair Value	$ 36,312	$ 78,847
Less than 12 months, Unrealized Loss	(44)	(48)
12 months or Greater, Fair Value	0	0
12 months or Greater, Unrealized Loss	0	0
Total, Fair Value	36,312	78,847
Total, Unrealized Loss	(44)	(48)
Time deposits (Member)
Less than 12 months, Fair Value		0
Less than 12 months, Unrealized Loss		0
12 months or Greater, Fair Value		0
12 months or Greater, Unrealized Loss		0
Total, Fair Value		0
Total, Unrealized Loss		0
Commercial Paper [Member]
Less than 12 months, Fair Value	3,869	52,783
Less than 12 months, Unrealized Loss	(2)	(28)
12 months or Greater, Fair Value	0	0
12 months or Greater, Unrealized Loss	0	0
Total, Fair Value	3,869	52,783
Total, Unrealized Loss	(2)	(28)
Government Bond [Member]
Less than 12 months, Fair Value		9,986
Less than 12 months, Unrealized Loss		(13)
12 months or Greater, Fair Value		0
12 months or Greater, Unrealized Loss		0
Total, Fair Value		9,986
Total, Unrealized Loss		(13)
Corporate Debt Securities [Member]
Less than 12 months, Fair Value	32,443	16,078
Less than 12 months, Unrealized Loss	(42)	(7)
12 months or Greater, Fair Value	0	0
12 months or Greater, Unrealized Loss	0	0
Total, Fair Value	32,443	16,078
Total, Unrealized Loss	$ (42)	$ (7)

Investments

12 Months Ended

Dec. 31, 2024

Investments [Abstract]

Investments

Note 3: Investments

Cash equivalents and marketable securities are measured at fair value and within Level 2 in the fair value hierarchy, because we use quoted market prices to the extent available or alternative pricing sources and models utilizing market observable inputs to determine fair value.

The following tables summarize our cash equivalents and marketable securities measured at fair value on a recurring basis (in thousands):


As of December 31, 2024
	Fair Value Hierarchy	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value		Cash Equivalents		Marketable Securities
Money market funds	Level 2	$	5,979	$	–	$	–		$	5,979	$	5,979	$	–
Time deposits	Level 2		6,725		12		–			6,737		–		6,737
Commercial paper	Level 2		34,850		46		(2	)		34,894		3,147		31,747
Asset backed securities	Level 2		6,905		30		–			6,935		–		6,935
Government bonds	Level 2		80,509		62		–			80,571		46,848		33,723
Corporate debt securities	Level 2		179,882		190		(42	)		180,030		–		180,030
Total		$	314,850	$	340	$	(44	)	$	315,146	$	55,974	$	259,172


As of December 31, 2023
	Fair Value Hierarchy	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value		Cash Equivalents		Marketable Securities
Money market funds	Level 2	$	4,450	$	–	$	–		$	4,450	$	4,450	$	–
Time deposits	Level 2		23,628		73		–			23,701		330		23,371
Commercial paper	Level 2		126,307		143		(28	)		126,422		996		125,426
Government bonds	Level 2		23,014		15		(13	)		23,016		–		23,016
Corporate debt securities	Level 2		132,323		314		(7	)		132,630		2,142		130,488
Total		$	309,722	$	545	$	(48	)	$	310,219	$	7,918	$	302,301

The following table shows the fair value of the Company’s cash equivalents and marketable securities, by contractual maturity, as of December 31, 2024 (in thousands):


	December 31, 2024
Due in 1 year or less	$	285,061
Due in 1 year through 5 years		30,085
Total	$	315,146

The following table shows fair values and gross unrealized losses recorded to accumulated other comprehensive loss, aggregated by category and the length of time that individual securities have been in a continuous loss position (in thousands):


As of December 31, 2024
	Less than 12 months					12 Months or Greater				Total
	Fair Value		Unrealized Loss			Fair Value		Unrealized Loss		Fair Value		Unrealized Loss
Commercial paper	$	3,869	$	(2	)	$	–	$	–	$	3,869	$	(2	)
Corporate debt securities		32,443		(42	)		–		–		32,443		(42	)
Total	$	36,312	$	(44	)	$	–	$	–	$	36,312	$	(44	)


As of December 31, 2023
	Less than 12 months					12 Months or Greater				Total
	Fair Value		Unrealized Loss			Fair Value		Unrealized Loss		Fair Value		Unrealized Loss
Time deposits	$	–	$	–		$	–	$	–	$	–	$	–
Commercial paper		52,783		(28	)		–		–		52,783		(28	)
Government bonds		9,986		(13	)		–		–		9,986		(13	)
Corporate debt securities		16,078		(7	)		–		–		16,078		(7	)
Total	$	78,847	$	(48	)	$	–	$	–	$	78,847	$	(48	)

The Company holds debt securities of companies with high credit quality and has determined that there was no material change in the credit risk of its debt securities during the year ended December 31, 2024. As such, the Company has not recognized an allowance for credit losses related to marketable debt securities during the years ended December 31, 2024, 2023 and 2022. As of December 31, 2024, there were 21 investment positions that were in an unrealized loss position.

Pay vs Performance Disclosure - USD ($) $ in Thousands	12 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Pay vs Performance Disclosure
Net Income (Loss)	$ (61,186)	$ (35,468)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-6

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-9

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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-SubTopic 60
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147476176/805-60-65-1

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-SubTopic 323
-Name Accounting Standards Codification
-Section 65
-Paragraph 2
-Subparagraph (g)(3)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478666/740-323-65-2

Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
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-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(20))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483621/220-10-S99-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
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-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

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-Topic 323
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-Subparagraph (c)
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-Topic 825
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
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-Subparagraph (f)
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-URI https://asc.fasb.org/1943274/2147482907/825-10-50-28

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-URI https://asc.fasb.org/1943274/2147482765/220-10-50-6

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-Topic 250
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-Name Accounting Standards Codification
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-URI https://asc.fasb.org/1943274/2147483443/250-10-50-3

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-Name Accounting Standards Codification
-Section 65
-Paragraph 1
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-URI https://asc.fasb.org/1943274/2147480175/815-40-65-1

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-URI https://asc.fasb.org/1943274/2147483443/250-10-50-11

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-Topic 250
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-Subparagraph (b)
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-URI https://asc.fasb.org/1943274/2147483443/250-10-50-11

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-URI https://asc.fasb.org/1943274/2147483443/250-10-50-4

Reference 17: http://www.xbrl.org/2003/role/exampleRef
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-Section 55
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-URI https://asc.fasb.org/1943274/2147479168/946-830-55-10

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
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-URI https://asc.fasb.org/1943274/2147479105/946-220-45-7

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-Topic 944
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-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(18))
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-Subparagraph (SX 210.6-07(9))
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-Name Accounting Standards Codification
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+ Details

Related Party Transactions - Additional Information (Detail) - USD ($)	1 Months Ended		12 Months Ended
	Jan. 31, 2023	Jan. 18, 2022	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Related Party Transaction [Line Items]
Repayments of related party debt			$ 0	$ 0	$ 35,000,000
Borrowings under related party notes payable			$ 0	$ 0	$ 35,000,000
Shares held by the Closing ProKidney	50.00%
Common Class B [Member]
Related Party Transaction [Line Items]
Common stock shares outstanding			163,693,707	168,297,916	171,578,320
Class A [Member]
Related Party Transaction [Line Items]
Common stock shares outstanding			128,054,417	59,880,347
Lock Up Agreement [Member]
Related Party Transaction [Line Items]
Description Of Terms Earnout Shares			A ordinary share of the Company equals or exceeds $12.50 per share for any 20 trading days within any 30-trading day period commencing at least 30 days after the Closing and (b) for an additional 50% of the Lock-Up Shares (other than the Earnout Shares and the Private Placement Shares (as each such term is defined in the Lock-Up Agreement)), the date on which the last reported sale price of a Class A ordinary share of the Company equals or exceeds $15.00 per share for any 20 trading days within any 30-trading day period commencing at least 30 days after the Closing. Notwithstanding the above, (i) the lock-up period for any Earnout Shares will expire not earlier than 180 days after such Earnout Shares are issued
Tax Receivable Agreement [Member]
Related Party Transaction [Line Items]
Percentage of tax saving recognized			85.00%
ProKidney KY and Nefro Health [Member]
Related Party Transaction [Line Items]
Borrowings under related party notes payable					$ 35,000,000
Quarterly Related Party Fee			$ 25,000
Costs And Expenses Related Party			100,000	$ 100,000	100,000
ProKidney US and Nefro Health [Member]
Related Party Transaction [Line Items]
Quarterly Related Party Fee			25,000
Costs And Expenses Related Party			$ 100,000	$ 100,000	100,000
Promissory note [Member]
Related Party Transaction [Line Items]
Related party transaction fees payable per month		$ 10,000
Interest Expense					$ 207,000
Related Party Note Maximum Amount		$ 100,000,000
Interest rate on notes		3.00%
RCU [Member]
Related Party Transaction [Line Items]
Earnout Restricted Common Units Issued			17,500,000
RSR [Member]
Related Party Transaction [Line Items]
Earnout Restricted Stock Right shares			17,500,000
Earnout Rights [Member]
Related Party Transaction [Line Items]
Vesting Period of Earnout Rights			5 years
Earnout Rights [Member] \| Tranche two [Member] \| Class A [Member]
Related Party Transaction [Line Items]
Earnout Rights Stock Price Trigger			$ 20
Earnout Rights [Member] \| Tranche three [Member] \| Class A [Member]
Related Party Transaction [Line Items]
Earnout Rights Stock Price Trigger				$ 25
Earnout Rights [Member] \| Vesting [Member] \| Tranche one [Member]
Related Party Transaction [Line Items]
Earnout Rights Stock Price Trigger			15
Earnout Rights [Member] \| Vesting [Member] \| Tranche two [Member]
Related Party Transaction [Line Items]
Earnout Rights Stock Price Trigger			20
Earnout Rights [Member] \| Vesting [Member] \| Tranche three [Member]
Related Party Transaction [Line Items]
Earnout Rights Stock Price Trigger			$ 25

Condensed Consolidated Statements of Cash Flows (Parenthetical) $ in Thousands	12 Months Ended
	Dec. 31, 2024 USD ($)
Statement of Cash Flows [Abstract]
Costs Of Business Combination	$ 37,856

Segment Information (Tables)

12 Months Ended

Dec. 31, 2024

Segment Reporting [Abstract]

Schedule of Income Statement Information

The following table provides selected income statement information for our single reportable segment (in thousands):


	December 31, 2024			December 31, 2023			December 31, 2022
Net loss before noncontrolling interest	$	(163,335	)	$	(135,447	)	$	(148,135	)
Rental income		76			–			–
Depreciation and amortization		4,337			2,956			2,448
Equity-based compensation		29,372			30,846			74,469
Income tax (benefit) expense		(598	)		5,996			896
Interest expense		9			12			215
Interest income		19,752			22,083			5,983

Schedule of Significant Expense Reported to the Chief Operating Decision Maker

The following table provides significant expense categories that are regularly reported to the chief operating decision maker (in thousands):


	December 31, 2024			December 31, 2023			December 31, 2022
Revenue	$	76		$	–		$	–

Clinical expense		50,235			42,513			24,963
Cash compensation		48,025			31,374			16,409
Cash operating expenses		45,459			49,431			49,360
Other segment items (1)		19,692			12,129			57,403
Net loss before noncontrolling interest	$	(163,335	)	$	(135,447	)	$	(148,135	)

Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2024

Earnings Per Share [Abstract]

Condensed Consolidated Balance Sheets of Accrued expense

Accrued expenses as presented in the Consolidated Balance Sheets as of December 31, 2024 and December 31, 2023 consisted of the following (in thousands):


	December 31, 2024		December 31, 2023
Compensation	$	10,217	$	5,237
Severance		1,236		2,283
Clinical study related costs		16,452		1,658
Facility related costs		369		693
Accrued legal costs		395		1,015
Manufacturing improvement costs		72		4,365
Accrued consulting and professional fees		557		878
Other accrued expenses		1,839		1,536
Total accrued expenses and other	$	31,137	$	17,665

Schedule of Estimated Useful Lives

The estimated useful lives are as follows:


Buildings	25-30 years
Computer equipment and software	3-5 years
Furniture and equipment	5-7 years
Leasehold improvements	remainder of lease term

Schedule of Fixed Asset

Fixed assets consisted of the following (in thousands):


	December 31, 2024			December 31, 2023
Land	$	1,405		$	3,067
Buildings		21,095			22,490
Leasehold improvements		21,822			10,950
Furniture and equipment		5,647			3,690
Computer equipment and software		838			847
Construction in progress		2,447			8,741
Less: accumulated depreciation		(11,032	)		(7,642	)
Total fixed assets, net	$	42,222		$	42,143

Income Taxes - Reconciliation of effective income tax rate (Details)	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Income taxes at statutory rate	0.00%	0.00%	0.00%
Income of taxed entity	0.50%	3.70%	2.60%
Federal Credits	1.00%	1.30%	0.80%
Share-based compensation	(1.50%)	(2.20%)	(2.40%)
Provision to return adjustment	(3.20%)	0.00%	0.00%
Change in valuation allowance	3.70%	(7.30%)	(1.40%)
Other	(0.10%)	(0.10%)	(0.20%)
Effective income tax rate	0.40%	(4.60%)	(0.60%)

Cover Page - USD ($)	12 Months Ended
Cover Page - USD ($)	Dec. 31, 2024	Mar. 17, 2025	Jun. 30, 2024
Document Information [Line Items]
Document Type	10-K
Amendment Flag	false
Document Annual Report	true
Document Period End Date	Dec. 31, 2024
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	FY
Entity Registrant Name	ProKidney Corp.
Entity Central Index Key	0001850270
Entity File Number	001-40560
Entity Tax Identification Number	98-1586514
Entity Incorporation, State or Country Code	E9
Entity Address, Address Line One	2000 Frontis Plaza Blvd
Entity Address, Address Line Two	Suite 250
Entity Address, City or Town	Winston-Salem
Entity Address, State or Province	NC
Entity Address, Postal Zip Code	27103
City Area Code	336
Local Phone Number	999-7028
Document Transition Report	false
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Document Financial Statement Error Correction [Flag]	false
Entity Shell Company	false
Entity Small Business	true
Entity Public Float			$ 232,629,556
Entity Emerging Growth Company	true
ICFR Auditor Attestation Flag	false
Entity Ex Transition Period	false
Title of 12(b) Security	Class A ordinary shares, $0.0001 par value per share
Trading Symbol	PROK
Security Exchange Name	NASDAQ
Auditor Name	Ernst & Young LLP
Auditor Firm ID	42
Auditor Location	Raleigh, North Carolina, United States
Auditor Opinion	Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of ProKidney Corp. (the Company) as of December 31, 2024 and 2023, the related consolidated statements of operations, comprehensive loss, changes in redeemable noncontrolling interest and shareholders’ deficit / members’ equity and cash flows for each of the three years in the period ended December 31, 2024, and the related notes (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024, in conformity with U.S. generally accepted accounting principles.
Common Class A [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		129,536,121
Common Class B [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		163,161,528

Description of Business and Basis of Presentation

12 Months Ended

Dec. 31, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Description of Business and Basis of Presentation

Note 1: Description of Business and Basis of Presentation

Description of Business

ProKidney Corp. (the “Company” or “ProKidney”) was originally incorporated as Social Capital Suvretta Holdings Corp. III (“SCS”). SCS was a blank check company incorporated as a Cayman Islands exempted company on February 25, 2021. SCS was incorporated for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses.

On January 18, 2022, SCS executed a definitive business combination agreement (the “Business Combination Agreement”), with ProKidney LP (“PKLP”), a limited partnership registered under the laws and regulations of Ireland. Pursuant to the terms of the Business Combination Agreement, PKLP became a subsidiary of SCS and was organized in an umbrella partnership corporation (“Up-C”) structure, which would provide potential future tax benefits for SCS when the equity holders ultimately exchanged their pass-through interests for Class A ordinary shares. The transaction closed (the “Closing”) on July 11, 2022 (the “Closing Date”). Upon consummation of the transaction, SCS changed its name to ProKidney Corp.

The business combination between SCS and PKLP (the “Business Combination”) resulted in gross proceeds of approximately $596,537,000. This amount reflected a contribution of $21,737,000 of cash held in SCS’ trust account, net of redemptions, and a $574,800,000 concurrent private placement of Class A ordinary shares of the combined company, priced at $10.00 per share (the “PIPE Placement”). Upon close, these proceeds were used to repay the outstanding balance of $35,000,000 under PKLP’s two promissory note agreements with certain holders of its Class A Units (the “Promissory Notes”) and related accrued interest. Additionally, the proceeds were used to pay those expenses previously incurred by SCS related to the Business Combination of approximately $21,029,000 as well as advisory and placement fees of approximately $29,389,000 incurred in connection with the PIPE Placement.

The Business Combination was accounted for as a reverse recapitalization transaction between entities under common control, through which PKLP was considered the accounting acquiror and predecessor entity. The Business Combination was reflected as the equivalent of PKLP issuing stock for the net assets of SCS accompanied by a recapitalization with no goodwill or intangible assets recognized.

ProKidney Corp., through its operating subsidiaries, ProKidney, which is incorporated under the Cayman Islands Companies Act (as amended) as an exempted company (“ProKidney-KY”) and ProKidney LLC, a limited liability company under the laws of Delaware (“ProKidney-US”) is focused on the development of rilparencel, which has the potential to preserve kidney function in patients with chronic kidney disease or delay or eliminate the need for dialysis and organ transplantation. The Company’s operations are principally managed as a single operating segment.

Principles of Consolidation

ProKidney Corp. is a holding company, and its principal asset is a controlling equity interest in PKLP and its wholly-owned operating subsidiaries ProKidney-KY and ProKidney-US. The Company has determined that PKLP is a variable-interest entity for accounting purposes and that ProKidney is the primary beneficiary of PKLP because (through its managing member interest in PKLP and the fact that the senior management of ProKidney is also the senior management of PKLP) it has the power and benefits to direct all of the activities of PKLP, which include those that most significantly impact PKLP’s economic performance. The Company has therefore consolidated PKLP’s results pursuant to Accounting Standards Codification Topic 810, “Consolidation” in its Consolidated Financial Statements. As of December 31, 2024, various holders own non-voting interests in PKLP, representing a 56.1% economic interest in PKLP, effectively restricting ProKidney’s interest to 43.9% of PKLP’s economic results, subject to increase in the future, should ProKidney purchase additional non-voting common units (“PKLP Units”) of PKLP, or should the holders of PKLP Units decide to exchange such units (together with shares of Class B ordinary shares) for Class A ordinary shares (or cash) pursuant to the Exchange Agreement (as defined in Note 6). The Company will not be required to provide financial or other support for PKLP. However, ProKidney will control its business and other activities through its ownership of 100% of the shares in ProKidney Corp. GP Limited (“New GP”), which is the general partner of PKLP. Nevertheless, because ProKidney will have no material assets other than its interests in PKLP and its subsidiaries, any financial difficulties at PKLP could result in ProKidney recognizing a loss.

All intercompany transactions and balances have been eliminated.

Reclassifications

To facilitate comparison of information across periods, certain reclassifications have been made to prior period amounts to conform to the current period’s presentation.

Redeemable Noncontrolling Interest (Additional Information) (Details) - Exchange Agreement [Member]	Dec. 31, 2024 USD ($)
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Redeemable Noncontrolling Interest, Equity, Redemption Value, Total	$ 282,389,000
PKLP [Member]
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Non controlling interest percentge	56.10%

Equity Based Compensation - Summary of stock option awards granted, activity (Details) - $ / shares	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2022
Summary of stock option awards granted, Activity [Line Items]
Number of Shares, Options Outstanding, Beginning Balance	14,680,109
Number of Shares, Options Outstanding, Ending Balance	21,449,920	9,504,715
Time-Vested Awards
Summary of stock option awards granted, Activity [Line Items]
Number of Shares, Options Outstanding, Beginning Balance	14,680,109
Granted	8,871,107
Exercised	(86,842)
Forfeited	(3,685,704)
Number of Shares, Options Outstanding, Ending Balance	19,778,670
Time-vested options exercisable at December 31, 2024	5,506,641
Weighted Average Exercise Price, Options Outstanding, Beginnig Balance	$ 7.83
Weighted Average Exercise Price, Granted	1.87
Weighted Average Exercise Price, Exercised	1.61
Weighted Average Exercise Price, Forfeited	6.41
Weighted Average Exercise Price, Options Outstanding, Ending Balance	5.45
Weighted Average Exercise Price Time-vested options exercisable at December 31, 2024	$ 7.92
Weighted average remaining contractual life	8 years 6 months
Time-vested options vested and expected to vest at December 31, 2024	19,778,670
Weighted Average Exercise Price, Options Vested and Expected to Vest	$ 5.45
Weighted average remaining contractual life	8 years 2 months 12 days

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Current assets
Cash and cash equivalents	$ 99,120	$ 60,649
Marketable securities	259,172	302,301
Interest receivable	2,447	1,375
Prepaid assets	4,192	3,399
Prepaid clinical	11,505	6,413
Assets held for sale	19,368	0
Other current assets	80	9
Total Current Assets	395,884	374,146
Fixed assets, net	42,222	42,143
Right of use assets, net	2,967	4,263
Total assets	441,073	420,552
Current liabilities
Accounts payable	3,633	5,098
Lease liabilities	765	803
Accrued expenses and other	31,137	17,665
Income taxes payable	682	1,472
Total current liabilities	36,217	25,038
Income tax payable, net of current portion	748	568
Lease liabilities, net of current portion	2,471	3,610
Total liabilities	39,436	29,216
Commitments and Contingencies
Redeemable noncontrolling interest	1,396,591	1,494,732
Shareholders' deficit / members' equity:
Additional paid-in capital	205,736	36,114
Accumulated other comprehensive gain	130	130
Accumulated deficit	(1,200,849)	(1,139,663)
Total shareholders' deficit	(994,954)	(1,103,396)
Total liabilities and shareholders' deficit	441,073	420,552
Common Class A [Member]
Shareholders' deficit / members' equity:
Common stock value	13	6
Common Class B [Member]
Shareholders' deficit / members' equity:
Common stock value	$ 16	$ 17

Investments (Tables)

12 Months Ended

Dec. 31, 2024

Investments [Abstract]

Schedule of Cash, Cash Equivalents and Marketable Securities

The following tables summarize our cash equivalents and marketable securities measured at fair value on a recurring basis (in thousands):


As of December 31, 2024
	Fair Value Hierarchy	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value		Cash Equivalents		Marketable Securities
Money market funds	Level 2	$	5,979	$	–	$	–		$	5,979	$	5,979	$	–
Time deposits	Level 2		6,725		12		–			6,737		–		6,737
Commercial paper	Level 2		34,850		46		(2	)		34,894		3,147		31,747
Asset backed securities	Level 2		6,905		30		–			6,935		–		6,935
Government bonds	Level 2		80,509		62		–			80,571		46,848		33,723
Corporate debt securities	Level 2		179,882		190		(42	)		180,030		–		180,030
Total		$	314,850	$	340	$	(44	)	$	315,146	$	55,974	$	259,172


As of December 31, 2023
	Fair Value Hierarchy	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value		Cash Equivalents		Marketable Securities
Money market funds	Level 2	$	4,450	$	–	$	–		$	4,450	$	4,450	$	–
Time deposits	Level 2		23,628		73		–			23,701		330		23,371
Commercial paper	Level 2		126,307		143		(28	)		126,422		996		125,426
Government bonds	Level 2		23,014		15		(13	)		23,016		–		23,016
Corporate debt securities	Level 2		132,323		314		(7	)		132,630		2,142		130,488
Total		$	309,722	$	545	$	(48	)	$	310,219	$	7,918	$	302,301

Summary of Scheduled Maturity for Marketable Securities

The following table shows the fair value of the Company’s cash equivalents and marketable securities, by contractual maturity, as of December 31, 2024 (in thousands):


	December 31, 2024
Due in 1 year or less	$	285,061
Due in 1 year through 5 years		30,085
Total	$	315,146

Schedule of Investments Fair Values and Gross Unrealized Losses


As of December 31, 2024
	Less than 12 months					12 Months or Greater				Total
	Fair Value		Unrealized Loss			Fair Value		Unrealized Loss		Fair Value		Unrealized Loss
Commercial paper	$	3,869	$	(2	)	$	–	$	–	$	3,869	$	(2	)
Corporate debt securities		32,443		(42	)		–		–		32,443		(42	)
Total	$	36,312	$	(44	)	$	–	$	–	$	36,312	$	(44	)


As of December 31, 2023
	Less than 12 months					12 Months or Greater				Total
	Fair Value		Unrealized Loss			Fair Value		Unrealized Loss		Fair Value		Unrealized Loss
Time deposits	$	–	$	–		$	–	$	–	$	–	$	–
Commercial paper		52,783		(28	)		–		–		52,783		(28	)
Government bonds		9,986		(13	)		–		–		9,986		(13	)
Corporate debt securities		16,078		(7	)		–		–		16,078		(7	)
Total	$	78,847	$	(48	)	$	–	$	–	$	78,847	$	(48	)

Leases

12 Months Ended

Dec. 31, 2024

Leases [Abstract]

Leases

Note 5: Leases

The Company has operating leases for real estate (primarily office space) and certain equipment with various expiration dates. The Company also has finance leases for certain equipment which are not considered material. During the year ended December 31, 2024, the Company purchased two multi-tenant buildings in Winston-Salem, North Carolina, which it had previously occupied under the terms of a real estate lease. In connection with this purchase, the Company assumed the existing lease agreements held with certain third parties which leased space in these buildings.

Lessee Leases

For the years ended December 31, 2024, 2023 and 2022, the Company’s operating lease cost was $1,976,000, $1,062,000, and $551,000, respectively. During the year ended December 31, 2024, cash paid for operating leases was $1,392,000.

The following table summarizes the classification of operating and finance lease assets and obligations in the Company's Consolidated Balance Sheets as of December 31, 2024 and December 31, 2023 (in thousands):


	December 31, 2024		December 31, 2023
Operating leases:
Right of use assets	$	2,869	$	4,116

Operating lease liabilities, current	$	740	$	751
Operating lease liabilities, noncurrent		2,393		3,506
Total operating lease liabilities	$	3,133	$	4,257

Finance leases:
Right of use assets	$	97	$	147

Finance lease liabilities, current	$	25	$	52
Finance lease liabilities, noncurrent		78		104
Total finance lease liabilities	$	103	$	156

Maturities of lease liabilities for the Company’s operating and finance leases are as follows as of December 31, 2024 (in thousands):


	Operating Leases			Finance Leases			Total
2025	$	1,012		$	32		$	1,044
2026		1,145			22			1,167
2027		1,002			22			1,024
2028		608			22			630
2029		49			22			71
Thereafter		—			—			—
Total lease payments		3,816			120			3,936
Less: imputed interest		(683	)		(17	)		(700	)
Present value of lease liabilities	$	3,133		$	103		$	3,236

The weighted average remaining lease term for operating leases is 3.5 years, and 4.6 years for the finance lease. The weighted average discount rate is 10.6% and 6.5% for operating and finance leases, respectively.

Lessor Leases

The Company leases a portion of its facilities in Winston-Salem, North Carolina under agreements that are classified as operating leases. In addition to the rental payments, tenants pay a fixed rate for their pro rata share of real estate taxes, insurance and other facility operating expenses these amounts are recognized as revenues on a straight-line basis over the term of the related leases. For leasing revenues where collectability is not considered probable, lease income is recognized on a cash basis and all previously recognized tenant accounts receivables, including straight-line rent, are fully reserved in the period in which the lease income is determined not to be probable of collection. These lease agreements terminate between 2026 and 2029.

The leasing revenue for the year ended December 31, 2024 was $76,000 and there was no such revenue for the years ended December 31, 2023 and 2022. Future minimum lease payments under non-cancelable operating leases as of December 31, 2024 excluding the effect of straight-line rent and variable rental payments are as follows (in thousands):


	Total
2025	$	548
2026		522
2027		495
2028		289
2029		13
Thereafter		—
Total	$	1,867

Consolidated Statements of Operations - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Revenue	$ 76	$ 0	$ 0
Operating expenses
Research and development	127,668	106,707	82,070
General and administrative	56,084	44,815	70,937
Total operating expenses	183,752	151,522	153,007
Operating loss	(183,676)	(151,522)	(153,007)
Interest income	19,752	22,083	5,983
Interest expense	(9)	(12)	(215)
Net loss before income taxes	(163,933)	(129,451)	(147,239)
Income tax (benefit) expense	(598)	5,996	896
Net loss before noncontrolling interest	(163,335)	(135,447)	(148,135)
Net loss attributable to noncontrolling interest	(102,149)	(99,979)	(40,103)
Net loss available to Class A ordinary shareholders	(61,186)	(35,468)
Common Class A [Member]
Operating expenses
Net loss available to Class A ordinary shareholders	$ (61,186)	$ (35,468)	$ (108,032)
Weighted average Class A ordinary shares outstanding, Basic	97,916,193	61,714,225	61,540,231
Weighted average Class A ordinary shares outstanding, Diluted	97,916,193	61,714,225	61,540,231
Net loss per share attributable to Class A ordinary shares, Basic	$ (0.62)	$ (0.57)	$ (0.23)
Net loss per share attributable to Class A ordinary shares, Diluted	$ (0.62)	$ (0.57)	$ (0.23)

Income Taxes - Reconciliation of unrecognized tax benefits (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Unrecognized Tax Benefits [Roll Forward]
Benefits at the beginning of the year	$ 568	$ 311
Increase related to prior year tax positions	0	28
Decrease related to prior year tax positions	(65)	0
Increase related to current year tax positions	245	229
Benefits at the end of the year	$ 748	$ 568

Investments - Schedule of Maturity for Marketable Securities (Details) $ in Thousands	Dec. 31, 2024 USD ($)
Investments [Abstract]
Due in 1 year or less	$ 285,061
Due in 1 year through 5 years	30,085
Total	$ 315,146

- Definition

Amount of investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale).

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
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+ Details

Segment Information - Summary of Income Statement Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Segment Reporting Information [Line Items]
Rental income	$ 76,000
Depreciation and amortization	5,432,000	$ 3,853,000	$ 3,036,000
Equity-based compensation	29,372,000	30,846,000	74,469,000
Income tax (benefit) expense	598,000	(5,996,000)	(896,000)
Reportable Segment [Member]
Segment Reporting Information [Line Items]
Net loss before noncontrolling interest	(163,335,000)	(135,447,000)	(148,135,000)
Rental income	76,000	0	0
Depreciation and amortization	4,337,000	2,956,000	2,448,000
Equity-based compensation	29,372,000	30,846,000	74,469,000
Income tax (benefit) expense	(598,000)	5,996,000	896,000
Interest expense	9,000	12,000	215,000
Interest income	$ 19,752,000	$ 22,083,000	$ 5,983,000

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References

+ Details

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2024

Income Tax Disclosure [Abstract]

Schedule of provision for income tax expense

The provision for income tax expense consisted of the following for the years ended December 31, 2024, 2023 and 2022 (in thousands):


	December 31, 2024			December 31, 2023		December 31, 2022
Current:
Federal	$	(610	)	$	5,918	$	896
State		12			78		–
Total current income tax (benefit) expense		(598	)		5,996		896

Deferred:
Federal		–			–		–
State		–			–		–
Total deferred income tax expense (benefit)		–			–		–
Income tax (benefit) expense	$	(598	)	$	5,996	$	896

Schedule of effective income tax rate

The difference between the statutory rate in the Cayman Islands of 0% and the effective income tax rate was as follows:


	December 31, 2024			December 31, 2023			December 31, 2022
Current:
Income taxes at statutory rate		0.0	%		0.0	%		0.0	%
Income of taxed entity		0.5			3.7			2.6
Federal Credits		1.0			1.3			0.8
Share-based compensation		(1.5	)		(2.2	)		(2.4	)
Provision to return adjustment		(3.2	)	–			–
Change in valuation allowance		3.7			(7.3	)		(1.4	)
Other		(0.1	)		(0.1	)		(0.2	)
Effective income tax rate		0.4	%		(4.6	)%		(0.6	)%

Schedule of components of deferred tax assets and liabilities

Components of the Company’s deferred tax assets and liabilities included in the consolidated balance sheet consisted of the following (in thousands):


	December 31, 2024			December 31, 2023
Deferred tax assets:
Accrued compensation	$	1,816		$	1,302
Leases		98			34
Share-based compensation		5,702			3,163
Research and experimental costs capitalized		–			9,556
Net operating loss carryforwards		143			294
Start-up costs		232			32
Deferred tax assets before valuation allowance		7,991			14,381
Valuation allowance		(6,928	)		(12,888	)
Total deferred tax assets	$	1,063		$	1,493

Deferred tax liabilities:
Fixed assets	$	1,051		$	1,481
Prepaid expenses		12			12
Total deferred income tax liabilities		1,063			1,493
Net deferred tax asset	$	–		$	–

Schedule of reconciliation of unrecognized tax benefits

A reconciliation of the beginning and ending amount of total unrecognized tax benefits for the years ended December 31, 2024 and 2023 consisted of the following (in thousands):


	December 31, 2024			December 31, 2023
Unrecognized tax benefits (gross):
Benefits at the beginning of the year	$	568		$	311
Increase related to prior year tax positions		–			28
Decrease related to prior year tax positions		(65	)		–
Increase related to current year tax positions		245			229
Benefits at the end of the year	$	748		$	568

Income Taxes

12 Months Ended

Dec. 31, 2024

Income Tax Disclosure [Abstract]

Income Taxes

Note 4: Income Taxes

ProKidney is considered to be an exempted Cayman Islands company and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States.

The Company’s subsidiary, PKLP, is organized as a limited partnership and is classified as a partnership for U.S. income tax purposes, and as such, only records a provision for federal and state income taxes on its subsidiaries organized as C corporations or which have elected to be treated as corporations for U.S. federal income tax purposes.

The Company’s subsidiaries, ProKidney-US and ProKidney Acquisition Company, are treated as a C corporation, and therefore a provision for federal and state taxes has been recorded.

The Company’s subsidiary, ProKidney-KY, has been granted, by the Government in Council of the Cayman Islands, tax concessions under an undertaking certificate exempting it from any tax levied on profits, income, gains or appreciations in relation to its operations or in the nature of estate duty or inheritance tax for a period of twenty years from January 20, 2016. ProKidney-KY elected to be treated as an entity disregarded from its owner for U.S. tax purposes, and as a result, it has not recorded an income tax provision.

The provision for income tax expense consisted of the following for the years ended December 31, 2024, 2023 and 2022 (in thousands):


	December 31, 2024			December 31, 2023		December 31, 2022
Current:
Federal	$	(610	)	$	5,918	$	896
State		12			78		–
Total current income tax (benefit) expense		(598	)		5,996		896

Deferred:
Federal		–			–		–
State		–			–		–
Total deferred income tax expense (benefit)		–			–		–
Income tax (benefit) expense	$	(598	)	$	5,996	$	896

The difference between the statutory rate in the Cayman Islands of 0% and the effective income tax rate was as follows:


	December 31, 2024			December 31, 2023			December 31, 2022
Current:
Income taxes at statutory rate		0.0	%		0.0	%		0.0	%
Income of taxed entity		0.5			3.7			2.6
Federal Credits		1.0			1.3			0.8
Share-based compensation		(1.5	)		(2.2	)		(2.4	)
Provision to return adjustment		(3.2	)	–			–
Change in valuation allowance		3.7			(7.3	)		(1.4	)
Other		(0.1	)		(0.1	)		(0.2	)
Effective income tax rate		0.4	%		(4.6	)%		(0.6	)%

Components of the Company’s deferred tax assets and liabilities included in the consolidated balance sheet consisted of the following (in thousands):


	December 31, 2024			December 31, 2023
Deferred tax assets:
Accrued compensation	$	1,816		$	1,302
Leases		98			34
Share-based compensation		5,702			3,163
Research and experimental costs capitalized		–			9,556
Net operating loss carryforwards		143			294
Start-up costs		232			32
Deferred tax assets before valuation allowance		7,991			14,381
Valuation allowance		(6,928	)		(12,888	)
Total deferred tax assets	$	1,063		$	1,493

Deferred tax liabilities:
Fixed assets	$	1,051		$	1,481
Prepaid expenses		12			12
Total deferred income tax liabilities		1,063			1,493
Net deferred tax asset	$	–		$	–

As discussed in Note 6, the Company is party to a tax receivable agreement with a related party which provides for the payment by the Company to holders of PKLP prior to the Closing (“Closing ProKidney Unitholders”) of 85% of the amount of cash savings, if any, in U.S. federal, state and local income tax or franchise tax that the Company actually realizes (or, in some circumstances, the Company is deemed to realize) as a result of certain transactions. As no transactions have occurred which would trigger a liability under this agreement, the Company has not recognized any liability related to this agreement as of December 31, 2024.

In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion of the deferred tax assets will be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, available taxes in the carryback periods, projected future taxable income and tax planning strategies in making this assessment. Accordingly, management has concluded that it is not more likely than not that it will recognize the deferred tax assets, and the Company has provided a valuation allowance of $6,928,000 and $12,888,000, respectively for December 31, 2024 and 2023, to offset the net deferred tax assets.

As of December 31, 2024 and 2023, the Company has net operating loss carryforwards of $626,000 and $1,278,000, respectively, for federal and state purposes. For federal purposes have an indefinite life and for state income tax purposes, the losses begin to expire in 2038.

A reconciliation of the beginning and ending amount of total unrecognized tax benefits for the years ended December 31, 2024 and 2023 consisted of the following (in thousands):


	December 31, 2024			December 31, 2023
Unrecognized tax benefits (gross):
Benefits at the beginning of the year	$	568		$	311
Increase related to prior year tax positions		–			28
Decrease related to prior year tax positions		(65	)		–
Increase related to current year tax positions		245			229
Benefits at the end of the year	$	748		$	568

There were no net unrecognized tax benefits as of December 31, 2024 which, if recognized, would affect our effective tax rate. We expect none of the gross unrecognized tax benefits will decrease within the next year.

Tax years 2021 through 2024 remain subject to examination by federal and state authorities.

- Definition

The entire disclosure for income tax.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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-Name Accounting Standards Codification
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+ Details

Consolidated Statements of Changes in Redeemable Noncontrolling Interest and Shareholders' Deficit / Members' Equity - USD ($)	Total	Redeemable Noncontrolling Interest[Member]	Additional Paid-in Capital [Member]	Accumulated Other Comprehensive Loss [Member]	Accumulated Deficit [Member]	Common Class A [Member]	Common Class A [Member] Common Stock [Member]	Common Class B [Member]	Common Class B [Member] Common Stock [Member]	Class A Ordinary Shares [Member] Common Stock [Member]	Class B Ordinary Shares [Member] Common Stock [Member]
Beginning Balance at Dec. 31, 2021	$ 26,917,000				$ (161,510,000)		$ 186,500,000		$ 1,927,000
Beginning balance, shares at Dec. 31, 2021							186,500,000
Capital contribution	6,050,000								6,050,000
Equity-based compensation / payments prior to Business Combination	63,667,000								6,366,000
Net loss prior to the Business Combination	(93,632,000)				(93,632,000)
Effect of Business Combination, Shares							(186,500,000)			61,540,231	170,723,961
Effect of Business Combination, Value	(1,092,694,000)	$ 1,635,829,000			(834,574,000)		$ (186,500,000)		$ (71,644,000)	$ 6,000	$ 18,000
Equity based compensation after the Business Combination	7,155,000	6,150,000	$ 7,155,000
Vesting of Class B restricted stock rights, Shares											854,359
Exchange of Class B ordinary shares for Class A ordinary shares Value	0
Repurchase of Class A ordinary shares Amount	0
Impact of equity transactions on redeemable noncontrolling interest	(321,000)	321,000	(321,000)
Net loss after the Business Combination	(14,400,000)	(40,103,000)			(14,400,000)
Net loss and comprehensive loss attributable to noncontrolling interest	(40,103,000)
Net Income (Loss)						$ (108,032,000)
Change in redemption value of noncontrolling interest	0
Ending Balance at Dec. 31, 2022	(1,096,616,000)	1,601,555,000	7,476,000		(1,104,116,000)					$ 6,000	$ 18,000
Ending balance, shares at Dec. 31, 2022										61,540,231	171,578,320
Equity-based compensation	23,841,000	7,005,000	23,841,000
Issuance of Class A ordinary shares, net of offering costs, Shares										50,000
Vesting of Class B restricted stock rights, Shares											2,266,079
Exchange of Class B ordinary shares for Class A ordinary shares										5,546,483	(5,546,483)
Exchange of Class B ordinary shares for Class A ordinary shares Value	9,500,000	(9,500,000)	9,500,000							$ 1,000	$ (1,000)
Repurchase of Class A ordinary shares										(7,256,367)
Repurchase of Class A ordinary shares Amount	(9,499,000)		(9,498,000)							$ (1,000)
Impact of equity transactions on redeemable noncontrolling interest	(4,795,000)	4,795,000	(4,795,000)
Unrealized loss (gain) on marketable securities	130,000	367,000		$ 130,000
Net loss and comprehensive loss attributable to noncontrolling interest	(99,979,000)	(99,979,000)
Net Income (Loss)	(35,468,000)				(35,468,000)	(35,468,000)
Change in redemption value of noncontrolling interest	(79,000)	79,000			(79,000)
Ending Balance at Dec. 31, 2023	(1,103,396,000)	1,494,732,000	36,114,000	130,000	(1,139,663,000)					$ 6,000	$ 17,000
Ending balance, shares at Dec. 31, 2023										59,880,347	168,297,916
Equity-based compensation	24,509,000	4,863,000	24,509,000
Issuance of Class A ordinary shares, net of offering costs, Shares										62,087,817
Issuance of Class A ordinary shares, net of offering costs, Value	144,325,000		144,319,000					$ 6,050,000		$ 6,000
Vesting of Class B restricted stock rights, Shares											1,395,202
Exchange of Class B ordinary shares for Class A ordinary shares										5,999,411	(5,999,411)
Exchange of Class B ordinary shares for Class A ordinary shares Value	15,442,000
Exchange of Class B ordinary shares for Class A ordinary shares	15,441,000	(15,441,000)	15,441,000							$ 1,000	$ (1,000)
Exercise of stock options, Shares										86,842
Exercise of stock options, Value	139,000		139,000
Repurchase of Class A ordinary shares Amount	0
Impact of equity transactions on redeemable noncontrolling interest	(14,786,000)	(14,786,000)	(14,786,000)
Unrealized loss (gain) on marketable securities		(200,000)
Net loss and comprehensive loss attributable to noncontrolling interest	(102,149,000)	(102,149,000)
Net Income (Loss)	(61,186,000)				(61,186,000)	$ (61,186,000)
Change in redemption value of noncontrolling interest	(0)
Ending Balance at Dec. 31, 2024	$ (994,954,000)	$ 1,396,591,000	$ 205,736,000	$ 130,000	$ (1,200,849,000)					$ 13,000	$ 16,000
Ending balance, shares at Dec. 31, 2024										128,054,417	163,693,707

Equity Based Compensation

12 Months Ended

Dec. 31, 2024

Share-Based Payment Arrangement [Abstract]

Equity Based Compensation

Note 10: Equity Based Compensation

2022 Incentive Equity Plan

On July 11, 2022, the shareholders of the Company approved the ProKidney Corp. 2022 Incentive Equity Plan (the “2022 Plan”) which provides for the issuance of equity based awards to the Company’s employees, non-employee directors, individual consultants, advisors and other service providers. The 2022 Plan provides for the issuance of equity awards in the form of incentive stock options, which are intended to satisfy the requirements of Section 422 of the Internal Revenue Code of 1986, as amended, or nonqualified stock options, which are not intended to meet those requirements, stock appreciation rights, restricted stock, restricted stock units, performance awards or other cash or stock-based awards as determined appropriate by the plan administrator. In settlement of its obligations under this plan, the Company will issue new Class A ordinary shares.

The Company has issued incentive and non-qualified stock option awards under the 2022 Plan to certain employees and non-employee directors of the Company. Given that the Company has established a full valuation allowance against its deferred tax assets, the Company has recognized no tax benefit related to these awards.

Valuation of Stock Option Awards

The Company uses the Black-Scholes option pricing model to calculate the fair value of time and performance vested stock options granted. The time-vested awards generally vest ratably over a three or four-year period. The performance-vested awards vest in accordance with their performance conditions. The Company’s option awards expire after a term of ten years from the date of grant.

The fair value of stock options granted was estimated using the following assumptions during the years ended December 31, 2024 and 2023:


	Years Ended December 31,
	2024	2023
Expected volatility	82.9% - 85.5%	81.5% - 84.0%
Expected life of options, in years	5.2 - 6.1	5.2 - 6.1
Risk-free interest rate	3.6% - 4.6%	3.5% - 4.3%
Expected dividend yield	0.0%	0.0%

Time Vested Awards

The following table summarizes the activity related to the Company’s time-vested stock option awards granted under the 2022 Plan for the year ended December 31, 2024:


	Number of Shares			Weighted Average Exercise Price
Time-vested options outstanding at January 1, 2024		14,680,109		$	7.83
Granted		8,871,107			1.87
Exercised		(86,842	)		1.61
Forfeited		(3,685,704	)		6.41
Time-vested options outstanding at December 31, 2024		19,778,670		$	5.45
Time-vested options exercisable at December 31, 2024		5,506,641		$	7.92
Weighted average remaining contractual life	8.2 years
Time-vested options vested and expected to vest at December 31, 2024		19,778,670		$	5.45
Weighted average remaining contractual life	8.5 years

As of December 31, 2024, the Company had total unrecognized stock-based compensation expense of approximately $40,594,000 related to the time-vested grants under the 2022 Plan, which is expected to be recognized on a straight-line basis over a weighted average period of 2.5 years. The weighted average grant date fair value for the time-vested option grants during the years ended December 31, 2024, 2023 and 2022 were $1.36, $5.14 and $7.48, respectively.

The aggregate intrinsic value of the in-the-money time-vested awards outstanding and exercisable as of December 31, 2024 was $913,000 and $125,000, respectively. The total intrinsic value of time-vested awards exercised during the year ended December 31, 2024 was $37,000.

Performance-Vested Awards

The Company has issued stock options to certain of its employees which vest based on the achievement of both operational performance metrics and service rendered over a specific time period. The following table summarizes the activity related to the Company’s performance-based stock option awards granted under the 2022 Plan for the year ended December 31, 2024:


	Number of Shares		Weighted Average Exercise Price
Performance-based options outstanding at January 1, 2024		1,000,000	$	1.69
Granted		671,250		1.52
Performance-based options outstanding at December 31, 2024		1,671,250	$	1.62
Performance-based options exercisable at December 31, 2024		250,000	$	1.69
Weighted average remaining contractual life	8.9 years
Performance-based options vested and expected to vest at December 31, 2024		1,671,250	$	1.62
Weighted average remaining contractual life	9.0 years

As of December 31, 2024, the Company had total unrecognized stock-based compensation expense of approximately $156,000 related to the performance-based grants under the 2022 Plan, which is expected to be recognized on a straight-line basis over a weighted average period of 0.4 years. The weighted average grant date fair value for the performance-vested option grants during the

years ended December 31, 2024 and 2023 were $1.09 and $1.23, respectively. There were no performance-vested options granted during the year ended December 31, 2022.

Market-Vested Awards

During the year ended December 31, 2022, the Company also granted to its prior Chief Executive Officer 3,639,607 options with an exercise price of $10.33. This grant contains both time and market based vesting conditions. The market conditions become satisfied in equal one-third tranches upon the Company's Class A ordinary shares exceeding a volume weighted average price hurdle of $15.00, $20.00 and $25.00, respectively, for 20 trading days within any 30 consecutive trading day period occurring prior to July 11, 2027. Once the market condition for a tranche is satisfied, such tranche will continue to be subject to time-vesting conditions and will vest ratably on each of the first, second and third anniversaries of the date that such tranche satisfied the performance vesting condition described above. Due to the market condition included in this grant, the Company used the Geometric Brownian Motion/Monte Carlo model to value these awards. The model used the following inputs:


Expected volatility		96%
Suboptimal exercise multiple		2.80
Risk-free interest rate		4.2%
Expected dividend yield		0.0%

Upon the termination of employment of the prior Chief Executive Officer in 2023, the compensation cost that had previously been recognized related to these awards was reversed. This resulted in the reversal of approximately $2,172,000 of total cost during the year ended December 31, 2023. The weighted average grant date fair value for the option grants during the year ended December 31, 2022 was $7.75. No such awards were granted during the years ended December 31, 2024 and 2023.

Legacy Profits Interests

The Deed for the Establishment of a Limited Partnership of ProKidney LP, dated as of August 5, 2021 (the “Limited Partnership Agreement”) which replaced the Amended and Restated Limited Liability Company Agreement of ProKidney LLC as the governing document of the parent entity in the Company, allowed for the issuance of Profits Interests (as defined in the Limited Partnership Agreement) to employees, directors, other service providers of the Company and others denominated in the form of one or more Class B Units of PKLP (as defined in the Limited Partnership Agreement).

Under the Limited Partnership Agreement, ProKidney GP Limited, the former general partner of PKLP (“Legacy GP”), determined the terms and conditions of the Profits Interests issued. The threshold value assigned to each grant was not to be less than the fair market value of PKLP on the date of grant. Profits Interests awards would vest at a rate of 25% on the latter of the first anniversary of employment and the first anniversary of the Acquisition Date with the remaining 75% to vest in increments of 25% on each anniversary following the first anniversary date, ratably over a three or four-year period from the date of grant, in annual installments of 33.3% over the three-year period from the date of grant, in increments of 6.25% each calendar quarter following the first anniversary date, or were fully vested upon issuance.

On January 17, 2022, PKLP amended and restated its Limited Partnership Agreement (the “Amended and Restated Limited Partnership Agreement”) which provided that certain qualified distribution events would result in holders of Profits Interests receiving disproportionate distributions from PKLP until each such holder’s valuation threshold had been reduced to zero in order to “catch up” such holder’s distributions to its pro rata share of aggregate cumulative distributions, and once sufficient distributions to a holder of Profits Interests had been made in accordance with the foregoing, the associated Class B Units of PKLP would automatically be converted into Class A Units of PKLP.

Upon consummation of the Business Combination discussed in Note 1, PKLP’s existing Class B and B-1 Units were “caught up” and were converted into Class A Units of PKLP. The resulting vested and unvested Class A Units of PKLP were then recapitalized into Post-Combination ProKidney Common Units or Restricted Common Units of the Company, respectively. This recapitalization resulted in a decrease in the number of awards held by each participant. As such, the number of Profits Interests and related per unit values within these financial statements have been adjusted to reflect this recapitalization. Upon recapitalization, the Restricted Common Units maintained the vesting schedules associated with the original Profits Interest awards.

The following table summarizes the activity related to the Company’s Profits Interest awards for the year ended December 31, 2024:


	Number of Shares			Weighted Average Grant Date Fair Value
Unvested awards outstanding at January 1, 2024		3,565,753		$	7.23
Vested		(1,336,572	)		6.89
Forfeited		(473,495	)		7.64
Unvested awards outstanding at December 31, 2024		1,755,686		$	7.37

As of December 31, 2024, the unrecognized compensation expense related to these awards was $6,223,000. The current weighted average remaining period over which the unrecognized compensation expense is expected to be recognized is 0.9 years. The weighted average grant date fair value of the Profits Interests granted during the year ended December 31, 2022, was $7.43 per Class B-1 unit, as adjusted for the effects of the recapitalization. There were no Profits Interests granted during the years ended December 31, 2024 or 2023.

The aggregate intrinsic value of the unvested profits interests outstanding at December 31, 2024 was $2,967,000. The aggregate fair value of profits interests vested during the years ended December 31, 2024, 2023 and 2022 was $2,197,000 and $20,749,000, respectively. The aggregate intrinsic value of profits interests vested during the period from July 11, 2022 and December 31, 2022 was $6,984,000.

Modification to Profits Interest Awards

On January 17, 2022, the Limited Partnership Agreement was amended and restated to provide that certain qualified distribution events would result in the holders of Profits Interests receiving disproportionate distributions from PKLP until each such holder’s threshold value was reduced to zero in order to “catch up” such holder’s distributions to its pro rata share of aggregate cumulative distributions, and once sufficient distributions to a holder of Profits Interests had been made in accordance with the foregoing, the associated Class B Units would automatically be converted into Class A Units.

This amendment constituted a modification to the Class B-1 Units in PKLP outstanding as of the date of the modification under the provisions of ASC Topic 718. In connection with the modification of its outstanding share-based compensation awards, the Company will recognize total additional compensation expense of $5,437,000 related to awards granted to its employees. The portion of this additional compensation expense attributable to vested awards of $3,715,000 was recognized immediately upon modification during the year ended December 31, 2022.

During the year ended December 31, 2023, the Company also modified the vesting terms of outstanding time-based stock options issued to certain personnel upon their separation. This amendment constituted a modification of the awards under the provisions of ASC Topic 718 and resulted in the recognition of an additional $3,011,000 of compensation expense during the year ended December 31, 2023.

Issuance of Profits Interests to Service Provider

During the year ended December 31, 2022, the Company issued 2,253,033 fully vested Class B-1 Units in PKLP to a third-party service provider as payment for research and development services provided in prior periods. The Company had previously recognized expense of $2,502,000 for these services based on the liability related to the services incurred. As the fair value of shares issued to satisfy that obligation was higher than the amount previously expensed, the Company recognized additional research and development expense of $14,080,000 during the year ended December 31, 2022.

Purchase of Class B-1 Units in PKLP

Certain of the Company’s employees, board members and service providers purchased 6,648,353 of Class B-1 Units in PKLP for total cash proceeds of $6,050,000, respectively, during the year ended December 31, 2022. Since these Class B-1 Units in PKLP were fully vested upon purchase and contained no service requirements, the Company immediately recognized the difference between the purchase price and the estimated fair value for these Class B-1 Units in PKLP of $34,254,000 as equity-based compensation expense during the year ended December 31, 2022. No such sales occurred during the years ended December 31, 2024 or 2023.

Fair Value Estimate for Profits Interest

Prior to the Business Combination, PKLP was privately held with no active public market for its equity instruments. Therefore, for financial reporting purposes, management determined the estimated per share fair value of PKLP’s equity shares (including Profits

Interests) using contemporaneous valuations. These contemporaneous valuations were done using methodologies consistent with the American Institute of Certified Public Accountants Practice Aid, Valuation of Privately-Held Company Equity Securities Issued as Compensation, also known as the Practice Aid.

For the Profits Interest Awards granted during the year ended December 31, 2022, the valuation approach utilized a hybrid method which consists of a combination of an Option Pricing Method (“OPM”) and a Probability Weighted Expected Return Method (“PWERM”) approach. Weighting allocations were assigned to the OPM and PWERM methods based upon the expected likelihood of possible future liquidity events, including the Business Combination.

Under the OPM approach, the fair value of the total equity of PKLP within each scenario was first estimated using a back-solve method wherein the equity value is derived from a recent transaction in PKLP’s own securities, and then the total equity value is allocated to the various components of the capital structure, including the Profits Interests, using an OPM or a waterfall approach based on the specific rights of each of the equity classes. The OPM used the fair value of the total equity of PKLP within a scenario as a starting point and incorporates assumptions made regarding the expected returns and volatilities that are consistent with the expectations of market participants, and distribution of equity values is produced which cover the range of events that an informed market participant might expect. This process creates a range of equity values both between and within scenarios. The fair value measurement is sensitive to changes in the unobservable inputs. Changes in those inputs might result in a higher or lower fair value measurement.

The PWERM approach is a scenario-based analysis that estimates the value per share of ordinary shares based on the probability-weighted present value of expected future equity values for the ordinary shares, under various possible future liquidity event scenarios, including the proposed Business Combination, in light of the rights and preferences of each class and series of stock, including the Profits Interests, discounted for a lack of marketability.

In performing these valuations, management considered all objective and subjective factors that they believed to be relevant, including management’s best estimate of PKLP’s business condition, prospects, and operating performance at each valuation date. Within the valuations performed, a range of factors, assumptions, and methodologies were used. The significant factors included trends within the industry, the prices at which PKLP sold its Class A Units, the rights and preferences of the Class A Units relative to the Class B Units at the time of each measurement date, the results of operations, financial position, status of research and development efforts, stage of development and business strategy, the lack of an active public market for the units, and the likelihood of achieving an exit event in light of prevailing market conditions.

The following reflects the key assumptions used in each of the valuation scenarios:


	OPM			PWERM
Total equity value (in thousands)	$234,551 - $280,400			$	1,750,000
Expected volatility of total equity		95	%	60% - 90%
Discount for lack of market		30	%	7% - 15%
Expected time to exit event	3.4 years - 3.7 years			0.1 years - 0.5 years

Legacy SCS Awards

In 2021, SCS had agreed to grant 50,000 restricted stock units (“RSUs”) to certain of its board members and other advisors which were contingent upon the consummation of a Business Combination and a shareholder approved equity plan. The RSUs were to vest upon the consummation of such Business Combination and represent 50,000 Class A ordinary shares of the Company that will settle on a date determined in the sole discretion of the Company that shall occur between the vesting date and March 15th of the year following the year in which vesting occurs.

The RSUs granted by the Company are in the scope of ASC 718. Under ASC 718, stock-based compensation associated with equity-classified awards is measured at fair value upon the grant date. The RSUs granted were subject to a performance condition (i.e., the occurrence of a Business Combination). Compensation expense related to the RSUs is recognized only when the performance condition is probable of occurrence under the applicable accounting literature in this circumstance. Upon Closing, the performance conditions for these awards were met as both a Business Combination had occurred and the shareholders approved a qualifying equity plan. As such, the entire amount of share-based compensation expense related to these awards of $396,000 was recognized during the year ended December 31, 2022. The weighted average grant date fair value per share of these RSUs was $7.92.

Compensation Expense

Compensation expense related to share-based awards is included in research and development and general and administrative expense as follows (in thousands):


	Years Ended December 31,
	2024		2023		2022
Research and development	$	12,504	$	15,864	$	23,711
General and administrative		16,868		14,982		50,758
Total equity-based compensation expense	$	29,372	$	30,846	$	74,469


	Years Ended December 31,
	2024		2023			2022
Time-vested stock options	$	20,785	$	23,560		$	2,309
Performance-based stock options		1,136		–			–
Market-vested stock options		–		(2,172	)		2,172
Legacy restricted stock units		–		–			396
Legacy profits interests		7,451		9,458			69,592
Total equity-based compensation expense	$	29,372	$	30,846		$	74,469

Redeemable Noncontrolling Interest (Tables)

12 Months Ended

Dec. 31, 2024

Noncontrolling Interest [Abstract]

Summary of Company and Transfers to Noncontrolling Interest:

The following is a summary of net income attributable to the Company and transfers to noncontrolling interest:


	For the Year Ended December 31, 2024			For the Year Ended December 31, 2023			For the Period from July 11, 2022 through December 31, 2022
Net loss available to Class A ordinary shareholders	$	(61,186	)	$	(35,468	)	$	(14,400	)
(Increase)/Decrease in ProKidney Corp. accumulated deficit for impact of subsidiary equity-based compensation		4,863			7,005			6,150
(Increase)/Decrease in ProKidney Corp. additional paid-in capital for exchange of Common Units in ProKidney LP for Class A ordinary shares		(15,441	)		(9,500	)		–
(Increase)/Decrease in ProKidney Corp. additional paid-in capital for vesting of Restricted Common Units in ProKidney LP		14,786			(4,795	)		(321	)
Change from net loss available to Class A ordinary shareholders and change in ownership interest in ProKidney LP	$	(56,978	)	$	(42,758	)	$	(8,571	)

Equity Based Compensation (Additional Information) (Details) - USD ($)	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Stock Based Compensation Expense	$ 24,509,000	$ 23,841,000
Unrecognized compensation expense remaining period	10 months 24 days
Additional compensation expense		3,011,000
Profits interests granted	$ 0	0
Total equity-based compensation expense	29,372,000	30,846,000	$ 74,469,000
Issuance of Class A ordinary shares, net of offering costs, Value	144,325,000
Aggregate intrinsic value	$ 2,197,000	$ 20,749,000	6,984,000
Limited Partnership Agreement
Profits Interest vesting description	Profits Interests awards would vest at a rate of 25% on the latter of the first anniversary of employment and the first anniversary of the Acquisition Date with the remaining 75% to vest in increments of 25% on each anniversary following the first anniversary date, ratably over a three or four-year period from the date of grant, in annual installments of 33.3% over the three-year period from the date of grant, in increments of 6.25% each calendar quarter following the first anniversary date, or were fully vested upon issuance.
R&D service provider [Member]
Total equity-based compensation expense			$ 14,080,000
Tranche one [Member]
Weighted average vesting price			$ 15
Tranche two [Member]
Weighted average vesting price			20
Tranche three [Member]
Weighted average vesting price			$ 25
RSU [Member]
Weighted Average Grant Date Fair Value, Granted	$ 7.92
Share-based compensation expense			$ 396,000
Restricted Stock Unit Awards Vesting During Period	50,000
Time Vested Awards [Member]
Number of Shares, Granted	8,871,107
Weighted average grant date fair value of options granted	$ 1.36	$ 5.14	$ 7.48
Unrecognized compensation expense remaining period	2 years 6 months
Unrecognized stock-based compensation expense	$ 40,594,000
Aggregate intrinsic value outstanding	125,000
Intrinsic value of time-vested awards exercised	37,000
Aggregate intrinsic value	$ 913,000
Weighted Average Exercise Price, Granted	$ 1.87
Market-Vested Awards [Member]
Weighted Average Grant Date Fair Value	$ 7.75	$ 0
Compensation cost		$ 2,172,000
Market-Vested Awards [Member] \| Chief Executive Officer [Member]
Number of Shares, Granted			3,639,607
Market-Vested Awards [Member] \| Stock Option Awards Under Twenty Twenty Two Plan
Weighted Average Exercise Price, Granted			$ 10.33
Performance Shares [Member]
Weighted Average Grant Date Fair Value		$ 1.23	$ 0
Number of Shares, Granted	671,250
Weighted average grant date fair value of options granted	$ 1.09
Unrecognized compensation expense remaining period	4 months 24 days
Unrecognized stock-based compensation expense	$ 156,000,000
Total equity-based compensation expense	$ 1,136,000	$ 0	$ 0
Weighted Average Exercise Price, Granted	$ 1.52
Profits Interest awards [Member]
Weighted Average Grant Date Fair Value, Granted			$ 7.43
Unrecognized compensation expense	$ 6,223,000
Aggregate intrinsic value outstanding	$ 2,967,000
Class A [Member]
Restricted Stock Unit Awards Vesting During Period	50,000
PKLP Class B Units outstanding [Member]
Additional compensation expense			$ 5,437,000
Recognized compensation expense modification			3,715,000
Previously recognized expense settled via equity award			2,502,000
Total equity-based compensation expense			$ 34,254,000
Issuance of Class A ordinary shares, net of offering costs, Value	$ 6,050,000
PKLP Class B Units outstanding [Member] \| Limited Partnership Agreement
Stock issued during period, shares, new issues	6,648,353
PKLP Class B Units outstanding [Member] \| R&D service provider [Member]
Stock issued during period, shares, issued for services			2,253,033

Redeemable Noncontrolling Interest - Summary of company non controlling interest (Details) - USD ($) $ in Thousands	6 Months Ended	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Net loss before noncontrolling interest	$ (54,503)	$ (163,335)	$ (135,447)	$ (148,135)
(Increase)/Decrease in ProKidney Corp. additional paid-in capital for vesting of Restricted Common Units in ProKidney LP	(321)	14,786	(4,795)
Change from net loss available to Class A ordinary shareholders and change in ownership interest in ProKidney LP	(8,571)	(56,978)	(42,758)
Subsidiaries [Member] \| Noncontrolling Interest [Member]
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
(Increase)/Decrease in ProKidney Corp. accumulated deficit for impact of subsidiary equity-based compensation	6,150	4,863	7,005
Class A [Member]
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
(Increase)/Decrease in ProKidney Corp. additional paid-in capital for exchange of Common Units in ProKidney LP for Class A ordinary shares	(0)	(15,441)	(9,500)
Class A [Member] \| Noncontrolling Interest [Member]
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Net loss before noncontrolling interest	$ (14,400)	$ (61,186)	$ (35,468)

- Definition

The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

+ References

+ Details

Equity Based Compensation - Compensation expense related to share-based awards (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total equity-based compensation expense	$ 29,372	$ 30,846	$ 74,469
Time-Vested Stock Options [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total equity-based compensation expense	20,785	23,560	2,309
Performance-Vested Awards [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total equity-based compensation expense	1,136	0	0
Market-Vested Stock Options [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total equity-based compensation expense	0	(2,172)	2,172
Legacy restricted stock units [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total equity-based compensation expense	0	0	396
Legacy Profits Interests [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total equity-based compensation expense	7,451	9,458	69,592
Research and development
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total equity-based compensation expense	12,504	15,864	23,711
General and administrative
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total equity-based compensation expense	$ 16,868	$ 14,982	$ 50,758

Equity Based Compensation - Summary of assumptions of the valuation scenarios (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2024 USD ($)
OPM [Member]
Summary of assumptions of the valuation scenarios [Line Items]
Expected volatility of total equity	95.00%
Discount for lack of market	30.00%
OPM [Member] \| Maximum [Member]
Summary of assumptions of the valuation scenarios [Line Items]
Total equity value	$ 280,400
Expected time to exit event	3 years 8 months 12 days
OPM [Member] \| Minimum [Member]
Summary of assumptions of the valuation scenarios [Line Items]
Total equity value	$ 234,551
Expected time to exit event	3 years 4 months 24 days
PWERM [Member]
Summary of assumptions of the valuation scenarios [Line Items]
Total equity value	$ 1,750,000
PWERM [Member] \| Maximum [Member]
Summary of assumptions of the valuation scenarios [Line Items]
Expected volatility of total equity	90.00%
Discount for lack of market	15.00%
Expected time to exit event	6 months
PWERM [Member] \| Minimum [Member]
Summary of assumptions of the valuation scenarios [Line Items]
Expected volatility of total equity	60.00%
Discount for lack of market	7.00%
Expected time to exit event	1 month 6 days

Leases - Schedule of Maturities of Lease Liabilities for the Company's Operating and Finance Leases (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Leases [Abstract]
2025	$ 1,012
2026	1,145
2027	1,002
2028	608
2029	49
Thereafter	0
Total	3,816
Less: imputed interest	(683)
Present value of lease liabilities	3,133	$ 4,257
2025	32
2025	22
2026	22
2027	22
2028	22
Thereafter	0
Total lease payments	120
Less: imputed interest	(17)
Present value of lease liabilities	103	$ 156
2025	1,044
2026	1,167
2027	1,024
2028	630
2029	71
Thereafter	0
Total lease payments	3,936
Less: imputed interest	(700)
Present value of lease liabilities	$ 3,236

Income Taxes (Additional Information) (Details) - USD ($)	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Effective tax rate	0.40%	(4.60%)	(0.60%)
Effective Income Tax Rate	0.00%	0.00%	0.00%
Unrecognized tax benefits	$ 748,000	$ 568,000	$ 311,000
Valuation allowance	6,928,000	12,888,000
Uncertain tax positions	0
Valuation allowance	6,928,000	12,888,000
Federal operating loss carryforwards	$ 626,000	$ 1,278,000

Equity Based Compensation - Summary of Due to the market condition included in this granted, Activity (Details) - Market-Vested Awards	12 Months Ended
	Dec. 31, 2024 $ / shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Expected volatility	96.00%
Suboptimal exercise multiple	$ 2.8
Risk-free interest rate	4.20%
Expected dividend yield	0.00%

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Shareholders' Equity (Additional Information) (Details) - USD ($)	1 Months Ended		12 Months Ended
	Jun. 30, 2024	Jan. 31, 2024	Dec. 31, 2024	Dec. 31, 2023
Net proceeds from sale of stock	$ 136,618,000
Earnout Rights [Member]
Vesting Period of Earnout Rights			5 years
PKLP [Member]
Issuance of Class B ordinary shares to Sponsor (in shares)			170,723,961
Preferred stock, par value			$ 0.0001
PKLP [Member] \| Earnout Rights [Member]
Ordinary shares, shares issued			17,500,000
Description of earnout rights			The Earnout Rights vest in three equal tranches if, during the five-year period after Closing, the VWAP of a Class A ordinary share reaches $15.00 per share, $20.00 per share and $25.00 per share.
ProKidney Corp [Member]
Total Shares Authorized			1,005,000,000
Preferred stock shares authorized			5,000,000
Class A [Member]
Common stock, shares authorized			500,000,000	500,000,000
Ordinary shares, shares issued			128,054,417	59,880,347
Common stock, par value			$ 0.0001	$ 0.0001
Class A [Member] \| PKLP [Member]
Conversion of converted shares			186,500,000
Class A [Member] \| ProKidney Corp [Member]
Common stock, shares authorized			500,000,000
Common stock, par value			$ 0.0001
Common stock, voting rights			one vote
Class A [Member] \| Tranche one [Member] \| Earnout Rights [Member]
Share price			$ 15
Class A [Member] \| Tranche two [Member] \| Earnout Rights [Member]
Earnout Rights Stock Price Trigger			$ 20
Class A [Member] \| Tranche three [Member] \| Earnout Rights [Member]
Earnout Rights Stock Price Trigger				$ 25
Class B [Member]
Common stock, shares authorized			500,000,000	500,000,000
Ordinary shares, shares issued			163,693,707	168,297,916
Common stock, par value			$ 0.0001	$ 0.0001
Class B [Member] \| PKLP [Member]
Conversion of converted shares			27,100,937
Class B [Member] \| ProKidney Corp [Member]
Conversion of shares			9,276,039
Common stock, shares authorized			500,000,000
Common stock, par value			$ 0.0001
Common stock, voting rights			one vote
Class A Ordinary Shares [Member]
Number of Shares Sold	46,886,452
Sale of stock price per share	$ 2.42
Class A Ordinary Shares [Member] \| Underwritten Public Offering [Member]
Number of Shares Sold	11,030,574
Sale of stock price per share	$ 2.42
Class A Ordinary Shares [Member] \| Sales Agreement With Jefferies Llc [Member]
Number of Shares Sold			4,170,791
Net proceeds from sale of stock			$ 7,707,000
Aggregate Offering Price		$ 100,000,000

Equity Based Compensation - Summary of fair value of stock options granted, Activity (Details)	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Expected volatility, Minimum	82.90%	81.50%
Expected volatility, Maximum	85.50%	84.00%
Risk-free interest rate, Minimum	3.60%	3.50%
Risk-free interest rate, Maximum	4.60%	4.30%
Expected dividend yield	0.00%	0.00%
Maximum [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Expected life of options, in years	6 years 1 month 6 days	6 years 1 month 6 days
Minimum [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Expected life of options, in years	5 years 2 months 12 days	5 years 2 months 12 days

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Leases - Schedule of the Classification of Operating and Finance Lease Assets and Obligations in the Company's Consolidated Balance Sheets (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Operating leases:
Right of use assets	$ 2,869	$ 4,116
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration]	Right Of Use Assets Operating And Finance Lease	Right Of Use Assets Operating And Finance Lease
Operating lease liabilities, current	$ 740	$ 751
Operating lease liabilities, noncurrent	2,393	3,506
Total operating lease liabilities	3,133	4,257
Finance leases:
Right of use assets	97	147
Finance lease liabilities, current	25	52
Finance lease liabilities, noncurrent	78	104
Total finance lease liabilities	$ 103	$ 156
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]	Operating And Finance Lease Liabilities Current	Operating And Finance Lease Liabilities Current
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration]	Operating And Finance Lease Liabilities Non Current Portion	Operating And Finance Lease Liabilities Non Current Portion
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration]	Right Of Use Assets Operating And Finance Lease	Right Of Use Assets Operating And Finance Lease
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]	Operating And Finance Lease Liabilities Current	Operating And Finance Lease Liabilities Current
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration]	Operating And Finance Lease Liabilities Non Current Portion	Operating And Finance Lease Liabilities Non Current Portion

Leases (Tables)

12 Months Ended

Dec. 31, 2024

Leases [Abstract]

Schedule of the classification of operating and finance lease assets and obligations in the Company's Consolidated Balance Sheets


	December 31, 2024		December 31, 2023
Operating leases:
Right of use assets	$	2,869	$	4,116

Operating lease liabilities, current	$	740	$	751
Operating lease liabilities, noncurrent		2,393		3,506
Total operating lease liabilities	$	3,133	$	4,257

Finance leases:
Right of use assets	$	97	$	147

Finance lease liabilities, current	$	25	$	52
Finance lease liabilities, noncurrent		78		104
Total finance lease liabilities	$	103	$	156

Schedule of maturities of lease liabilities

Maturities of lease liabilities for the Company’s operating and finance leases are as follows as of December 31, 2024 (in thousands):


	Operating Leases			Finance Leases			Total
2025	$	1,012		$	32		$	1,044
2026		1,145			22			1,167
2027		1,002			22			1,024
2028		608			22			630
2029		49			22			71
Thereafter		—			—			—
Total lease payments		3,816			120			3,936
Less: imputed interest		(683	)		(17	)		(700	)
Present value of lease liabilities	$	3,133		$	103		$	3,236

Schedule of future minimum lease payments under non-cancelable operating leases excluding the effect of straight-line rent and variable rental payments

Future minimum lease payments under non-cancelable operating leases as of December 31, 2024 excluding the effect of straight-line rent and variable rental payments are as follows (in thousands):


	Total
2025	$	548
2026		522
2027		495
2028		289
2029		13
Thereafter		—
Total	$	1,867

Equity Based Compensation - Summary of Performance-Based Stock Option Activity (Details) - $ / shares	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of Shares, Options Outstanding, Beginning Balance	14,680,109
Number of Shares, Options Outstanding, Ending Balance	21,449,920	9,504,715
Performance Shares [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of Shares, Options Outstanding, Beginning Balance	1,000,000
Granted	671,250
Number of Shares, Options Outstanding, Ending Balance	1,671,250
Number of Shares, Options Exercisable	250,000
Weighted average remaining contractual life	8 years 10 months 24 days
Performance-based options vested and expected to vest at December 31, 2024	1,671,250
Weighted average remaining contractual life	9 years
Weighted Average Exercise Price, Options Outstanding, Beginnig Balance	$ 1.69
Weighted Average Exercise Price, Granted	1.52
Weighted Average Exercise Price, Options Outstanding, Ending Balance	1.62
Performance-based options exercisable at December 31, 2024	1.69
Weighted Average Exercise Price, Options Vested and Expected to Vest	$ 1.62

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Cash flows from operating activities
Net loss before noncontrolling interest	$ (163,335)	$ (135,447)	$ (148,135)
Adjustments to reconcile net loss before noncontrolling interest to net cash flows used in operating activities:
Depreciation and amortization	5,432	3,853	3,036
Equity-based compensation	29,372	30,846	74,469
Gain on marketable securities, net	(6,995)	(6,018)	0
Gain on lease disposition	(161)	0	0
Impairment charges	5,324	0	0
Loss on disposal of equipment	56	23	0
Changes in operating assets and liabilities
Interest receivable	(1,072)	(1,375)	0
Prepaid and other assets	(5,955)	4,648	(7,231)
Accounts payable and accrued expenses	11,592	11,639	494
Income taxes payable	(609)	1,762	278
Net cash flows used in operating activities	(126,351)	(90,069)	(77,089)
Cash flows from investing activities
Net cash from SCS	0	0	108
Purchases of marketable securities	(324,023)	(471,604)	0
Sales and maturities of marketable securities	373,946	175,818	0
Purchase of equipment and facility expansion	(29,509)	(34,197)	(1,846)
Net cash flows provided by (used in) investing activities	20,414	(329,983)	(1,738)
Cash flows from financing activities
Proceeds from sales of Class A ordinary shares, net of offering costs	144,322	0	0
Proceeds from Business Combination, including PIPE financing, net of associated costs of $37,856	0	0	542,503
Payments on finance leases	(54)	(52)	(32)
Borrowings under related party notes payable	0	0	35,000
Exercise of stock options	140	0	0
Repurchase of Class A ordinary shares Amount	0	(9,499)	0
Repayment of related party notes payable	0	0	(35,000)
Net cash contribution	0	0	6,050
Net cash flows provided by (used in) financing activities	144,408	(9,551)	548,521
Net change in cash and cash equivalents	38,471	(429,603)	469,694
Cash, beginning of period	60,649	490,252	20,558
Cash, end of period	99,120	60,649	490,252
Supplemental cash flow information:
Cash paid during the period for income taxes, net of refunds	73	2,857	1,950
Supplemental disclosure of non-cash investing and financing activities:
Right of use assets obtained in exchange for lease obligations	2,621	2,594	1,491
Exchange of Class B ordinary shares	15,442	9,500	0
Impact of equity transactions and compensation on redeemable noncontrolling interest	19,448	2,577	5,828
Change in redemption value of noncontrolling interest	0	79	0
Equipment and facility expansion included in accounts payable and accrued expenses	$ 347	$ 218	$ 51

Lease - Schedule of future minimum lease payments under non-cancelable operating leases excluding the effect of straight-line rent and variable rental payments (Details) $ in Thousands	Dec. 31, 2024 USD ($)
Purchase Obligation, Fiscal Year Maturity [Abstract]
2025	$ 548
2026	522
2027	495
2028	289
2029	13
Thereafter	0
Total	$ 1,867