UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported): May 28, 2026 |
PROKIDNEY CORP.
(Exact name of Registrant as Specified in Its Charter)
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Delaware |
001-40560 |
98-1586514 |
(State or Other Jurisdiction
of Incorporation) |
(Commission File Number) |
(IRS Employer
Identification No.) |
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2000 Frontis Plaza Blvd. Suite 250 |
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Winston-Salem, North Carolina |
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27103 |
(Address of Principal Executive Offices) |
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(Zip Code) |
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Registrant’s Telephone Number, Including Area Code: 336 999-7019 |
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading
Symbol(s) |
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Name of each exchange on which registered
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Class A common stock, $0.0001 par value per share |
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PROK |
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The Nasdaq Stock Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.07 Submission of Matters to a Vote of Security Holders.
On May 28, 2026, ProKidney Corp. (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”). The matters voted on at the Annual Meeting and the votes cast with respect to each such matter are set forth below:
(1)Based on the following results of the voting, the Company’s stockholders elected the nominees listed below to the Company’s Board of Directors, each to serve for a three-year term to expire at the Company’s annual meeting of stockholders in 2029 and until their successors are duly elected and qualified:
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Director Nominee |
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For |
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Withhold |
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Broker Non Votes |
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William F. Doyle |
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196,164,585 |
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1,459,235 |
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42,579,394 |
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Alan M. Lotvin, M.D. |
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193,179,768 |
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4,444,052 |
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42,579,394 |
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Brian J.G. Pereira |
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197,002,580 |
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621,240 |
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42,579,394 |
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(2)The appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2026, was ratified based on the following results of the voting:
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For |
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Against |
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Abstain |
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Broker Non Votes |
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239,091,167 |
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729,165 |
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382,882 |
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– |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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PROKIDNEY CORP. |
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Date: |
May 29, 2026 |
By: |
/s/ Todd Girolamo |
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Chief Legal Officer |
