Procore director sells 11,538 shares in 10b5-1 plan

Procore Technologies director Kevin J. O’Connor, through the Kevin J. O’Connor Revocable Trust, sold a total of 11,538 shares of Procore common stock in open‑market transactions on July 1–2, 2026 at weighted average prices around $42 per share.

Rhea-AI Filing Summary

Procore Technologies director Kevin J. O’Connor, through the Kevin J. O’Connor Revocable Trust, sold a total of 11,538 shares of Procore common stock in open‑market transactions on July 1–2, 2026 at weighted average prices around $42 per share. These sales were made pursuant to a pre‑arranged Rule 10b5‑1 trading plan dated March 13, 2026.

Following the most recent sale, the revocable trust held 962,132 shares indirectly, and O’Connor also held 21,344 shares directly. This filing shows a planned net‑sell transaction while he continues to retain a substantial equity stake in Procore Technologies.

Insights

Equity analyst

Director executes modest, pre‑planned sales while keeping a large stake.

Director Kevin J. O’Connor oversaw open‑market sales totaling 11,538 Procore shares via his revocable trust at prices around $42. The filing states these transactions were executed under a Rule 10b5‑1 trading plan dated March 13, 2026, indicating they were pre‑scheduled rather than opportunistic.

After the sales, indirect holdings were 962,132 shares, and direct holdings were 21,344 shares, so he maintains a sizable position. Given the pre‑planned nature and the remaining stake, this looks like routine portfolio management rather than a thesis‑changing move.

Insider Trade Summary 10b5-1

Net Seller: 11,538 shares

Net Sell 4 txns

Insider O CONNOR KEVIN J

Role Director

Sold 11,538 shs ($489K)

Type	Security	Shares	Price	Value
Sale	Common Stock	1,697	$42.40	$72K
Sale	Common Stock	4,072	$42.99	$175K
Sale	Common Stock	5,769	$41.93	$242K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 962,132 shares (Indirect, See Footnote); Common Stock — 21,344 shares (Direct)

Footnotes (5)

1. F1. These shares sold pursuant to a 10b5-1 plan dated March 13, 2026.
2. F2. The price reported in Column 4 is a weighted average price. These shares were sold at prices ranging from $41.82 to $42.115, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
3. F3. These shares are held by the Kevin J. O'Connor Revocable Trust U/A DTD 06-13-19.
4. F4. The price reported in Column 4 is a weighted average price. These shares were sold at prices ranging from $41.74 to $42.735, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
5. F5. The price reported in Column 4 is a weighted average price. These shares were sold at prices ranging from $42.76 to $43.19, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

Key Figures

Shares sold: 11,538 shares Sale price 1: $41.93 per share Sale price 2: $42.40 per share +4 more

7 metrics

Shares sold 11,538 shares Total common stock sold in open-market transactions

Sale price 1 $41.93 per share Weighted average price for one sale tranche

Sale price 2 $42.40 per share Weighted average price for second sale tranche

Sale price 3 $42.99 per share Weighted average price for third sale tranche

Indirect holdings after sales 962,132 shares Common stock held by revocable trust after latest transaction

Direct holdings 21,344 shares Common stock held directly as of holding entry

Price range of sales $41.74–$43.19 per share Trade ranges cited in weighted-average price footnotes

Key Terms

Rule 10b5-1 plan, weighted average price, revocable trust, open-market sale

4 terms

Rule 10b5-1 plan financial

"These shares sold pursuant to a 10b5-1 plan dated March 13, 2026."

A Rule 10b5-1 plan is a prearranged, written schedule that lets corporate insiders buy or sell company stock at set times or amounts, even if they later learn material nonpublic information. Think of it like setting an automatic thermostat for trades: it creates a clear record that trades were planned in advance, reducing the risk of insider-trading accusations and helping investors trust that insider transactions are routine rather than based on secret information.

weighted average price financial

"The price reported in Column 4 is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

revocable trust financial

"These shares are held by the Kevin J. O'Connor Revocable Trust U/A DTD 06-13-19."

A revocable trust is a legal arrangement where the person who creates it keeps control and can change or cancel the trust at any time, while naming who will manage and receive the assets later. Think of it like a flexible folder for your investments and property that can be relabeled or reworked as circumstances change; it matters to investors because it determines how ownership is recorded, how easily assets transfer on incapacity or death, and whether holdings bypass public probate proceedings.

open-market sale financial

"transaction_action": "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Procore Technologies (PCOR) disclose for Kevin J. O’Connor?

Procore disclosed that director Kevin J. O’Connor’s revocable trust sold 11,538 shares of common stock in open‑market transactions. The sales occurred on July 1–2, 2026 at weighted average prices around $42 per share, according to the Form 4 filing.

At what prices were the Procore (PCOR) shares sold in Kevin J. O’Connor’s Form 4?

The reported weighted average prices were $41.93, $42.40, and $42.99 per share. Footnotes note detailed trade ranges from $41.74 up to $43.19, and commit to providing exact breakdowns upon request to regulators or shareholders.

Was Kevin J. O’Connor’s Procore (PCOR) stock sale under a Rule 10b5-1 plan?

Yes. The filing states the shares were sold pursuant to a Rule 10b5‑1 trading plan dated March 13, 2026. Such plans are pre‑arranged and automate trades, which generally makes the timing less indicative of the insider’s short‑term market view.

How many Procore (PCOR) shares does Kevin J. O’Connor still own after these sales?

After the reported transactions, the Kevin J. O’Connor Revocable Trust held 962,132 Procore shares indirectly. A separate holding entry shows O’Connor also owning 21,344 shares directly, so the Form 4 indicates he continues to hold a substantial overall stake in the company.

Who actually held the Procore (PCOR) shares sold in Kevin J. O’Connor’s Form 4?

The filing explains the sold shares were held by the Kevin J. O’Connor Revocable Trust U/A DTD 06‑13‑19. The transactions are therefore attributed to this revocable trust, which is associated with O’Connor, rather than to his direct personal holdings.

How large were Kevin J. O’Connor’s Procore (PCOR) sales relative to his remaining position?

The trust sold 11,538 shares while ending with 962,132 shares indirectly, plus 21,344 shares directly. This indicates the reported open‑market sales were modest compared with the overall holdings that remain, suggesting ongoing meaningful exposure to Procore stock.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 07/02/2026 - 09:05 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

O CONNOR KEVIN J

(Last) (First) (Middle)

C/O PROCORE TECHNOLOGIES, INC.

6309 CARPINTERIA AVENUE

(Street)

CARPINTERIA CALIFORNIA 93013

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
PROCORE TECHNOLOGIES, INC. [ PCOR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	07/01/2026		S(1)		5,769	D	$41.93(2)	967,901	I	See Footnote(3)
Common Stock	07/02/2026		S(1)		1,697	D	$42.4(4)	966,204	I	See Footnote(3)
Common Stock	07/02/2026		S(1)		4,072	D	$42.99(5)	962,132	I	See Footnote(3)
Common Stock								21,344	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. These shares sold pursuant to a 10b5-1 plan dated March 13, 2026.

2. The price reported in Column 4 is a weighted average price. These shares were sold at prices ranging from $41.82 to $42.115, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

3. These shares are held by the Kevin J. O'Connor Revocable Trust U/A DTD 06-13-19.

4. The price reported in Column 4 is a weighted average price. These shares were sold at prices ranging from $41.74 to $42.735, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

5. The price reported in Column 4 is a weighted average price. These shares were sold at prices ranging from $42.76 to $43.19, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

Remarks:

	/s/ Benjamin C. Singer, Attorney-in-Fact	07/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)