Procore (NYSE: PCOR) chair sells 56K shares after option exercise

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Procore Technologies chairman Craig F. Courtemanche Jr. exercised options for 56,122 shares of common stock at $2.42 per share and sold the same 56,122 shares in open-market transactions. The sales were executed at weighted average prices between $47.08 and $49.745 under a Rule 10b5-1 trading plan dated December 9, 2025. Following these transactions, he holds 927,580 shares directly and additional indirect holdings through several family trusts and his spouse.

Insider Trade Summary 10b5-1

Net Seller: 56,122 shares ($2,673,529)

Net Sell 9 txns

Insider Courtemanche Craig F. Jr.

Role Director

Sold 56,122 shs ($2.67M)

Type	Security	Shares	Price	Value
Exercise	Stock Option (Right to Buy)	56,122	$2.42	$136K
Exercise	Common Stock	56,122	$2.42	$136K
Sale	Common Stock	48,465	$47.45	$2.30M
Sale	Common Stock	4,922	$48.43	$238K
Sale	Common Stock	2,735	$49.54	$135K
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Stock Option (Right to Buy) — 336,732 shares (Direct); Common Stock — 983,702 shares (Direct); Common Stock — 2,692,461 shares (Indirect, See Footnote)

Footnotes (1)

These shares sold pursuant to a 10b5-1 plan dated December 9, 2025. The price reported in Column 4 is a weighted average price. These shares were sold at prices ranging from $47.08 to $47.90, 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. The price reported in Column 4 is a weighted average price. These shares were sold at prices ranging from $48.08 to $49.03, 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. The price reported in Column 4 is a weighted average price. These shares were sold at prices ranging from $49.12 to $49.745, 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. These shares are held by the Craig F. Courtemanche and Hillary Courtemanche Family Trust dated as of November 1, 2012. These shares are held by the Courtemanche 2021 Irrevocable Trust UA DTD 6/10/2021. These shares are held by The Courtemanche 2016 Irrevocable Trust. The shares subject to the option vested in 60 equal monthly installments beginning on the one month anniversary of February 5, 2016, subject to continued service through each applicable vesting date.

Key Figures

Options exercised: 56,122 shares at $2.42 Shares sold at ~$47.45: 48,465 shares at $47.45 Shares sold at ~$48.43: 4,922 shares at $48.43 +5 more

8 metrics

Options exercised 56,122 shares at $2.42 Stock Option (Right to Buy) exercised on April 10, 2026

Shares sold at ~$47.45 48,465 shares at $47.45 Open-market sale of common stock on April 10, 2026

Shares sold at ~$48.43 4,922 shares at $48.43 Open-market sale of common stock on April 10, 2026

Shares sold at ~$49.54 2,735 shares at $49.54 Open-market sale of common stock on April 10, 2026

Direct holdings after trades 927,580 shares Common stock directly owned following April 10, 2026 transactions

Family trust holdings 2,692,461 shares Common stock held by Courtemanche family trust

2021 irrevocable trust holdings 1,155,480 shares Common stock held by Courtemanche 2021 Irrevocable Trust

2016 irrevocable trust holdings 527,349 shares Common stock held by Courtemanche 2016 Irrevocable Trust

Key Terms

Rule 10b5-1 plan, Stock Option (Right to Buy, weighted average price, indirect, +1 more

5 terms

Rule 10b5-1 plan financial

"These shares sold pursuant to a 10b5-1 plan dated December 9, 2025."

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.

Stock Option (Right to Buy financial

"security_title: Stock Option (Right to Buy)"

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.

indirect financial

"ownership_type: indirect, nature_of_ownership: See Footnote"

irrevocable trust financial

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

Form 4 Insider Transactions: What Each Field Means →

04/14/2026 - 08:46 PM

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^*

Courtemanche Craig F. Jr.

(Last)

(First)

(Middle)

C/O PROCORE TECHNOLOGIES, INC.

6309 CARPINTERIA AVE

(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)	X	Other (specify below)
			Chairman of the Board

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/10/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/10/2026		M		56,122	A	$2.42	983,702	D
Common Stock	04/10/2026		S⁽¹⁾		48,465	D	$47.45⁽²⁾	935,237	D
Common Stock	04/10/2026		S⁽¹⁾		4,922	D	$48.43⁽³⁾	930,315	D
Common Stock	04/10/2026		S⁽¹⁾		2,735	D	$49.54⁽⁴⁾	927,580	D
Common Stock								2,692,461	I	See Footnote⁽⁵⁾
Common Stock								1,155,480	I	See Footnote⁽⁶⁾
Common Stock								527,349	I	See Footnote⁽⁷⁾
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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (Right to Buy)	$2.42	04/10/2026		M			56,122	⁽⁸⁾	11/10/2026	Common Stock	56,122	$2.42	336,732	D

Explanation of Responses:

1. These shares sold pursuant to a 10b5-1 plan dated December 9, 2025.

2. The price reported in Column 4 is a weighted average price. These shares were sold at prices ranging from $47.08 to $47.90, 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. The price reported in Column 4 is a weighted average price. These shares were sold at prices ranging from $48.08 to $49.03, 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.

4. The price reported in Column 4 is a weighted average price. These shares were sold at prices ranging from $49.12 to $49.745, 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. These shares are held by the Craig F. Courtemanche and Hillary Courtemanche Family Trust dated as of November 1, 2012.

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

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

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

Remarks:

	/s/ Benjamin C. Singer, Attorney-in-Fact	04/14/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What did Procore (PCOR) chairman Craig Courtemanche do in this Form 4?

Craig F. Courtemanche Jr. exercised stock options for 56,122 Procore shares at $2.42 and sold all 56,122 shares in open-market trades. These transactions were reported as part of his insider ownership disclosures for Procore Technologies.

At what prices did the Procore (PCOR) insider sell his shares?

The sales used weighted average prices ranging from $47.08 to $49.745 per share. Individual trades occurred in narrower ranges around $47.45, $48.43, and $49.54, with full price breakdowns available on request to the company or regulators.

Was the Procore (PCOR) insider sale under a Rule 10b5-1 plan?

Yes. The filing states the shares were sold pursuant to a Rule 10b5-1 trading plan dated December 9, 2025. Such pre-arranged plans automate trading schedules, helping separate routine liquidity moves from discretionary timing decisions by insiders.

How many Procore (PCOR) shares does the chairman hold after these trades?

After the reported transactions, Craig F. Courtemanche Jr. holds 927,580 Procore shares directly. He also has indirect ownership of additional shares through multiple family trusts and his spouse, reflecting a substantial ongoing equity interest in the company.

What options did the Procore (PCOR) chairman exercise in this filing?

He exercised a stock option for 56,122 shares of Procore common stock at an exercise price of $2.42 per share. The filing notes the option vested in 60 equal monthly installments starting in 2016, contingent on continued service through each vesting date.

How are the Procore (PCOR) insider’s indirect holdings structured?

Indirect holdings are reported through several family trusts and his spouse’s account. These include shares in the Courtemanche family trust, 2016 and 2021 irrevocable trusts, and a spousal holding, reflecting diversified personal estate and tax planning structures.