HVEC file to ProRes 422HQ changes Lumetri values of clip

I am transcoding HEVC 10 bit 4:2:2 files  (shot on SONY FX3)

to ProRes 422HQ in Media Encoder. 

I did a side by side comparison of the Lumetri Scopes of the before and after, and the scopes are somewhat different. There seems to be some difference / banding in the ProRes file. 

Also, the values have changed. I have attached the screenshots of the scopes, camera file and prores file. 

Any thoughts? I have a LOT of footage to transcode!!

+ PS I checked 16-bpc box. (vs 8-bpc) This is THE MOST confusing dialogue box, EVER.