Procore (PCOR) CFO Designate receives 152,318-share RSU equity grant

Rhea-AI Filing Summary

Pyles Rachel reported acquisition or exercise transactions in this Form 4 filing.

PROCORE TECHNOLOGIES, INC. CFO Designate Rachel Pyles received a grant of 152,318 shares of common stock in the form of restricted stock units. These RSUs carry no purchase price and represent equity-based compensation rather than an open-market transaction.

According to the vesting terms, one-fourth of the RSUs will vest on the first anniversary of the vesting commencement date, with the remaining RSUs vesting in equal quarterly installments on each February 20, May 20, August 20, and November 20, subject to her continued service. Following this grant, Pyles holds 152,318 shares directly.

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^*

Pyles Rachel

(Last) (First) (Middle)

C/O PROCORE TECHNOLOGIES INC.

6309 CARPINTERIA AVENUE

(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)
	CFO Designate

3. Date of Earliest Transaction (Month/Day/Year)
03/10/2026

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	03/10/2026		A		152,318(1)	A	$0	152,318	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. Represents shares of common stock issuable upon the settlement of restricted stock units ("RSUs"). One-fourth (1/4th) of the RSUs will vest on the first anniversary of the Vesting Commencement Date (as such term is defined in the applicable RSU grant agreement) and thereafter, one-sixteenth (1/16th) of the RSUs will vest quarterly on each February 20, May 20, August 20 and November 20 (each, a "Company Vesting Date") and subject to the Reporting Person's continued service through each Company Vesting Date.

Remarks:

	/s/ Benjamin C. Singer, Attorney-in-Fact	03/12/2026
	** 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.

FAQ

What insider transaction did PROCORE TECHNOLOGIES (PCOR) report for Rachel Pyles?

PROCORE TECHNOLOGIES reported that CFO Designate Rachel Pyles received 152,318 restricted stock units as equity compensation. The Form 4 shows this as an acquisition, not a market purchase, reflecting a stock grant that increases her direct ownership stake in the company.

How many PROCORE TECHNOLOGIES (PCOR) shares were granted to Rachel Pyles?

Rachel Pyles was granted 152,318 shares of PROCORE TECHNOLOGIES common stock in the form of restricted stock units. This entire amount represents new equity compensation, and after the grant her reported direct holdings total 152,318 shares, subject to the RSU vesting schedule.

Is Rachel Pyles’ PROCORE TECHNOLOGIES (PCOR) equity grant an open-market buy?

No, the 152,318 shares reported for Rachel Pyles are a restricted stock unit grant with a zero dollar price per share. It is compensation awarded by the company, not an open-market purchase, and therefore does not reflect cash spent to buy stock in the market.

What is the vesting schedule for Rachel Pyles’ PROCORE TECHNOLOGIES (PCOR) RSUs?

One-fourth of Rachel Pyles’ RSUs will vest on the first anniversary of the vesting commencement date. The remaining three-fourths vest in equal quarterly installments on February 20, May 20, August 20, and November 20, conditioned on her continued service with PROCORE TECHNOLOGIES.

What role does Rachel Pyles hold at PROCORE TECHNOLOGIES (PCOR) in this Form 4?

In this Form 4, Rachel Pyles is identified as the CFO Designate of PROCORE TECHNOLOGIES. The reported 152,318-share restricted stock unit grant aligns with her executive role and is structured as equity compensation rather than a typical trading transaction in the company’s stock.

How many PROCORE TECHNOLOGIES (PCOR) shares does Rachel Pyles own after this RSU grant?

After the reported RSU grant, Rachel Pyles’ total direct holdings are 152,318 shares of PROCORE TECHNOLOGIES common stock. These holdings reflect the full amount of the restricted stock unit award, which will become fully available to her only as the units vest over time.