[Form 4] PROCORE TECHNOLOGIES, INC. Insider Trading Activity

Rhea-AI Filing Summary

Procore Technologies, Inc. (PCOR) chairman and director Craig F. Courtemanche reported several equity transactions. On 11/19/2025, he exercised a stock option and acquired 300,000 shares of common stock at an exercise price of $2.42 per share, then on the same date sold 300,000 shares of common stock at a weighted average price of $71.91, with individual sale prices ranging from $71.63 to $72.325.

On 11/20/2025, 20,673 shares were withheld by Procore to satisfy a tax obligation tied to vesting restricted stock units. After these transactions, Courtemanche directly owned 657,123 common shares, and also held substantial indirect positions through several family trusts and his spouse. He additionally held 633,916 stock options with a $2.42 exercise price, expiring on 11/10/2026, which vest over 60 equal monthly installments that began on February 5, 2016.

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

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

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^*

Courtemanche Craig F. Jr.

(Last) (First) (Middle)

C/O PROCORE TECHNOLOGIES, INC.

6309 CARPINTERIA AVE

(Street)

CARPINTERIA CA 93013

(City) (State) (Zip)

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)	X	Other (specify below)
			Chairman of the Board

3. Date of Earliest Transaction (Month/Day/Year)
11/19/2025

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

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

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

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	11/19/2025		M		300,000	A	$2.42	977,796	D
Common Stock	11/19/2025		S		300,000	D	$71.91(1)	677,796	D
Common Stock	11/20/2025		F		20,673(2)	D	$71.74	657,123	D
Common Stock								2,692,328(3)	I	See Footnote(4)
Common Stock								1,230,480	I	See Footnote(5)
Common Stock								527,349	I	See Footnote(6)
Common Stock								23,736	I	Spouse

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
Stock Option (Right to Buy)	$2.42	11/19/2025		M			300,000	(7)	11/10/2026	Common Stock	300,000	$2.42	633,916	D

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. These shares were sold at prices ranging from $71.63 to $72.325, 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.

2. Represents shares withheld by the Issuer to satisfy a tax obligation realized by the Reporting Person upon the vesting of restricted stock units.

3. Includes 266 shares that were received in connection with non-reportable fund distributions

4. These shares are held by the Craig F. Courtemanche and Hillary Courtemanche Family Trust dated as of November 1, 2012.

5. These shares are held by the Courtemanche 2021 Irrevocable Trust UA DTD 6/10/2021.

6. These shares are held by The Courtemanche 2016 Irrevocable Trust.

7. The shares subject to the option vested in 60 equal monthly installments, beginning on the one month anniversary of February 5, 2016, and subject to continued service through each applicable vesting date.

Remarks:

	/s/ Benjamin C. Singer, Attorney-in-Fact	11/21/2025
	** 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.

FAQ

What insider transactions did Procore (PCOR) report on November 19, 2025?

On 11/19/2025, Procore chairman and director Craig F. Courtemanche exercised a stock option to acquire 300,000 common shares at $2.42 per share and sold 300,000 shares of common stock at a weighted average price of $71.91 per share.

What was the price range for the Procore (PCOR) insider share sales?

The $71.91 sale price reported is a weighted average. The 300,000 shares were sold at individual prices ranging from $71.63 to $72.325 per share.

How many Procore (PCOR) shares were withheld for taxes from the reporting person?

On 11/20/2025, 20,673 common shares were withheld by Procore to satisfy a tax obligation realized upon vesting of restricted stock units held by Craig F. Courtemanche.

How many Procore (PCOR) shares does the insider directly own after these transactions?

Following the reported transactions, Craig F. Courtemanche directly owned 657,123 shares of Procore common stock.

What indirect Procore (PCOR) holdings are reported for the insider and related parties?

Indirect holdings include 2,692,328 shares held by the Craig F. Courtemanche and Hillary Courtemanche Family Trust dated November 1, 2012, 1,230,480 shares held by the Courtemanche 2021 Irrevocable Trust UA DTD 6/10/2021, 527,349 shares held by The Courtemanche 2016 Irrevocable Trust, and 23,736 shares held by his spouse.

What Procore (PCOR) stock options does the insider continue to hold?

Craig F. Courtemanche held 633,916 stock options with an exercise price of $2.42 per share, expiring on 11/10/2026. The option shares vest in 60 equal monthly installments that began on February 5, 2016, subject to continued service.

What role does the reporting person hold at Procore (PCOR)?

The reporting person, Craig F. Courtemanche, is a director and serves as Chairman of the Board of Procore Technologies, Inc.