[144] Procore Technologies, Inc. SEC Filing

Rhea-AI Filing Summary

Form 144 filed for Procore Technologies (PCOR): The notice reports that Howard Fu intends to sell 797 shares of common stock through Morgan Stanley Smith Barney LLC on 08/21/2025 on the NYSE. The shares were recorded as restricted stock acquired from the issuer on 08/20/2025 and have an aggregate market value of $50,888.45. The filing shows 150,192,801 shares outstanding. The filer sold 814 and 796 shares on 07/21/2025 and 06/20/2025, respectively, with gross proceeds disclosed for each sale. The notice includes the required representation about absence of undisclosed material adverse information.

Positive

• Timely disclosure of insider sales via Form 144 ensures market transparency
• Sales size is small relative to the reported 150,192,801 shares outstanding

Negative

• Insider is selling shares, which some investors may view negatively despite the small size

Insights

Corporate Governance Expert

TL;DR: Insider sale disclosure shows routine liquidity event; size is small relative to outstanding shares and provides transparency.

The Form 144 notifies the market that an insider plans immediate sale of restricted shares acquired one day earlier. From a governance perspective, timely public filing is appropriate and preserves disclosure obligations. The sale quantity (797 shares) and aggregate value ($50,888.45) are immaterial versus the reported 150,192,801 shares outstanding, suggesting limited direct impact on capitalization. The filing also notes recent prior small sales in June and July, indicating ongoing partial monetization of holdings rather than a single large divestiture.

Securities Analyst

TL;DR: Market impact is likely neutral; reported transactions are small and consistent with routine insider sales.

The transaction details show restricted stock issued on 08/20/2025 and proposed sale on 08/21/2025 through a broker, which may reflect immediate liquidity needs or plan-based sales. Gross proceeds from recent three-month sales are modest (examples: $60,520.90 and $53,236.48). No earnings, material contracts, or new financial metrics are disclosed, and the filing contains the standard representation about undisclosed material adverse information. Overall, this is a compliance disclosure without new operational data.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	797	50888.45	150192801	08/21/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	08/20/2025	Restricted Stock	ISSUER			797	08/20/2025	Not Applicable

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
HOWARD FU 6309 Carpinteria Avenue Carpinteria CA 93013	Common	07/21/2025	814	60520.90
HOWARD FU 6309 Carpinteria Avenue Carpinteria CA 93013	Common	06/20/2025	796	53236.48

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does the Form 144 for PCOR disclose?

The form discloses that Howard Fu intends to sell 797 common shares on 08/21/2025 via Morgan Stanley Smith Barney LLC with an aggregate market value of $50,888.45.

When were the shares acquired that are being sold under the Form 144?

The shares were acquired as restricted stock from the issuer on 08/20/2025 and payment was recorded on the same date.

Has the seller made other sales recently?

Yes. The filing lists prior sales of 814 shares on 07/21/2025 (gross proceeds $60,520.90) and 796 shares on 06/20/2025 (gross proceeds $53,236.48).

On which exchange will the shares be sold?

The sale is planned on the NYSE.

How large is the position being sold relative to outstanding shares?

The 797 shares represent a very small fraction of the reported 150,192,801 shares outstanding.