PCOR insider sells 22,000 shares; exercises 2,311 options

Procore Technologies (PCOR) insider transaction: On 11/10/2025, the company’s SVP, Corporate Controller reported exercising 2,311 stock options at $12.22 per share and selling 22,000 shares of common stock at a weighted average price of $78.77.

Rhea-AI Filing Summary

Procore Technologies (PCOR) insider transaction: On 11/10/2025, the company’s SVP, Corporate Controller reported exercising 2,311 stock options at $12.22 per share and selling 22,000 shares of common stock at a weighted average price of $78.77. Following these trades, the reporting person directly holds 63,309 common shares and 27,420 derivative securities (stock options).

Footnotes state the sale prices ranged from $78.73 to $78.96, and the option grant vested 1/4 on June 4, 2019, with the remainder vesting monthly thereafter.

Insider Trade Summary

Exercise and sale activity reported; no spread calculated

Exercise and Sale 3 txns

Insider Fleming William Fred Jr

Role SVP, Corporate Controller

Sold 22,000 shs ($1.73M)

Approx. gross sale proceeds $1.73M

Approx. exercise cost $28K

Type	Security	Shares	Price	Value
Exercise	Stock Option (Right to Buy)	2,311	$12.22	$28K
Exercise	Common Stock	2,311	$12.22	$28K
Sale	Common Stock	22,000	$78.77	$1.73M

Holdings After Transaction: Stock Option (Right to Buy) — 27,420 contracts (Direct); Common Stock — 63,309 shares (Direct)

Footnotes (2)

1. F1. The price reported in Column 4 is a weighted average price. These shares were sold at prices ranging from $78.73 to $78.96, 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. F2. 1/4th of the shares subject to the option vested on June 04, 2019 and 1/48th of the shares subject to the option vested monthly thereafter, subject to continued service through each applicable vesting date.

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Accepted by SEC EDGAR 11/12/2025 - 07:29 PM EST 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).

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^*

Fleming William Fred 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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, Corporate Controller

3. Date of Earliest Transaction (Month/Day/Year)
11/10/2025

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	11/10/2025		M		2,311	A	$12.22	85,309	D
Common Stock	11/10/2025		S		22,000	D	$78.77(1)	63,309	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
Stock Option (Right to Buy)	$12.22	11/10/2025		M			2,311	(2)	06/17/2028	Common Stock	2,311	$12.22	27,420	D

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. These shares were sold at prices ranging from $78.73 to $78.96, 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. 1/4th of the shares subject to the option vested on June 04, 2019 and 1/48th of the shares subject to the option vested monthly thereafter, subject to continued service through each applicable vesting date.

Remarks:

	/s/ Benjamin C. Singer, Attorney-in-Fact	11/12/2025
	** 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.