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Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
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SCHEDULE 13D/A 0001193125-22-200092 0001937011 XXXXXXXX LIVE 5 Class A ordinary shares, par value $0.0001 per share 06/03/2025 false 0001850270 G7S53R104 ProKidney Corp. 2000 Frontis Plaza Blvd., Suite 250 Winston-Salem NC 27103 Tolerantia, LLC (212) 883-0200 110 East 59th Street, Suite 2800 New York NY 10022 0001937011 Tolerantia, LLC OO DE 0 106901339 0 106901339 106901339 N 36.5 OO 0001507678 Pablo Legorreta OO X1 0 106901339 0 106901339 106901339 N 36.5 IN Class A ordinary shares, par value $0.0001 per share ProKidney Corp. 2000 Frontis Plaza Blvd., Suite 250 Winston-Salem NC 27103 This Amendment No. 5 to Schedule 13D amends and supplements the Schedule 13D filed by the undersigned with the Securities and Exchange Commission (the "SEC") on July 22, 2022, as amended and supplemented on November 2, 2023, February 6, 2024, June 14, 2024, and February 6, 2025 (collectively, the "Schedule 13D"). All capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such terms in the Schedule 13D. Tolerantia, LLC: Amount beneficially owned: 106,901,339 Percent of Class: 36.5% based on the number of Class A ordinary shares, $0.0001 par value (the "Class A ordinary shares"), and Class B ordinary shares, $0.0001 par value (the "Class B ordinary shares"), of ProKidney Corp. (the "Issuer") outstanding on a combined basis and 49.1% based solely on the outstanding Class A ordinary shares and the Class A ordinary shares issuable upon the conversion of Class B ordinary shares and the exchange of the common units (the "Common Units") beneficially owned by Tolerantia, LLC ("Tolerantia") as set forth below Pablo Legorreta: Amount beneficially owned: 106,901,339 Percent of Class: 36.5% based on the number of Class A ordinary shares and Class B ordinary shares outstanding on a combined basis and 49.1% based on the outstanding Class A ordinary shares and the Class A ordinary shares issuable upon the conversion of Class B ordinary shares and the exchange of the Common Units held by or for the benefit of Tolerantia, which are deemed to be beneficially owned by Mr. Legorreta as set forth below Tolerantia, LLC: Number of shares the Reporting Person has: Sole power to vote or direct the vote: 0 Shared power to vote: 106,901,339 Sole power to dispose or direct the disposition of: 0 Shared power to dispose or direct the disposition of: 106,901,339 Pablo Legorreta: Number of shares the Reporting Person has: Sole power to vote or direct the vote: 0 Shared power to vote: 106,901,339 Sole power to dispose or direct the disposition of: 0 Shared power to dispose or direct the disposition of: 106,901,339 106,901,339 shares represent 22,617,909 Class A ordinary shares and 84,283,430 Class B ordinary shares held by or for the benefit of Tolerantia, which is an affiliate controlled and majority-owned by Mr. Pablo Legorreta. Mr. Legorreta controls the voting and disposition of the shares held by or for the benefit of Tolerantia. Mr. Legorreta disclaims beneficial ownership of the shares held by Tolerantia except to the extent of his indirect pecuniary interest therein. The aggregate percentage of Class A ordinary shares reported as beneficially owned by each Reporting Person is based upon a total of 292,703,024 shares, comprising 133,360,117 Class A ordinary shares and 159,342,907 Class B ordinary shares outstanding as of May 12, 2025, which is the total number of shares outstanding as reported in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on May 12, 2025, as adjusted for the conversion set forth in 5(c) below. The Reporting Persons have the right to exchange their Common Units and an equal number of Class B ordinary shares on a one-for-one basis for Class A ordinary shares. The applicable SEC rules generally attribute beneficial ownership of securities to persons who possess sole or shared voting power or investment power with respect to those securities and include Class A ordinary shares issuable upon the conversion or exercise of other securities that are immediately convertible or exercisable, or are convertible or exercisable within 60 days of the filing of this Schedule 13D. Prior to June 3, 2025 (the "Transaction Date"), Tolerantia held 88,107,426 Common Units and an equal number of Class B ordinary shares (the "Paired Interests"), 84,160,537 of which were held by Nefro Health, an Irish partnership that is an affiliate controlled and majority-owned by Mr. Pablo Legorreta, and 3,946,889 of which were held by other investors which are unaffiliated with Mr. Legorreta (the "Unaffiliated Investors"). On the Transaction Date, Tolerantia exchanged 3,823,996 of the 3,946,889 Paired Interests attributable to the interests of the Unaffiliated Investors in Tolerantia for 3,823,996 Class A ordinary shares, which it subsequently distributed in-kind pro rata for no consideration to the Unaffiliated Investors. To the best knowledge of each Reporting Person, no one other than the Reporting Persons identified herein has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Class A ordinary shares reported herein as beneficially owned by any Reporting Person. Not applicable. Tolerantia, LLC /s/ Jaime Gomez-Sotomayor Jaime Gomez-Sotomayor / Authorized Signatory 06/05/2025 Pablo Legorreta /s/ Pablo Legorreta Pablo Legorreta / Self 06/05/2025