Procore CLO has shares withheld for RSU taxes

PROCORE TECHNOLOGIES, INC.

Rhea-AI Filing Summary

PROCORE TECHNOLOGIES, INC. Chief Legal Officer and Secretary Benjamin C. Singer reported a routine tax-withholding disposition of company stock. On May 20, 2026, 5,849 shares of common stock were withheld by the company at $47.37 per share to cover taxes from vested restricted stock units. After this withholding, he directly holds 100,665 shares, which include 309 shares purchased through the company’s employee stock purchase plan on May 15, 2026. This event reflects tax administration on equity compensation rather than an open-market sale.

Insider Trade Summary

Exercise Price or Tax Liability: 5,849 shares

Exercise Price or Tax Liability 1 txn

Insider Singer Benjamin C

Role Chief Legal Officer; Secretary

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	5,849	$47.37	$277K

Holdings After Transaction: Common Stock — 100,665 shares (Direct)

Footnotes (2)

1. F1. Represents shares withheld by the Issuer to satisfy a tax obligation realized by the Reporting Person upon the vesting of restricted stock units.
2. F2. Includes 309 shares purchased through the Issuer's employee stock purchase plan on May 15, 2026.

Key Figures

Tax-withheld shares: 5,849 shares Withholding price: $47.37 per share Post-transaction holdings: 100,665 shares +1 more

4 metrics

Tax-withheld shares 5,849 shares Common stock withheld for tax obligation on May 20, 2026

Withholding price $47.37 per share Value used for tax-withholding disposition

Post-transaction holdings 100,665 shares Common stock directly held after withholding

ESPP shares included 309 shares Purchased through employee stock purchase plan on May 15, 2026

Key Terms

restricted stock units, employee stock purchase plan, tax obligation, tax-withholding disposition

4 terms

restricted stock units financial

"tax obligation realized by the Reporting Person upon the vesting of restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

employee stock purchase plan financial

"Includes 309 shares purchased through the Issuer's employee stock purchase plan on May 15, 2026"

An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.

tax obligation financial

"Represents shares withheld by the Issuer to satisfy a tax obligation realized"

tax-withholding disposition financial

"transaction_action: tax-withholding disposition"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

FAQ

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

What insider transaction did Procore Technologies (PCOR) report for Benjamin C. Singer?

Procore Technologies reported that Chief Legal Officer Benjamin C. Singer had 5,849 shares of common stock withheld to cover taxes from vesting restricted stock units. This was a tax-withholding disposition, not an open-market sale of shares.

How many Procore Technologies (PCOR) shares were involved and at what price?

A total of 5,849 Procore Technologies common shares were withheld at $47.37 per share. The shares were used to satisfy a tax obligation triggered when Singer’s restricted stock units vested, according to the Form 4 filing.

How many Procore Technologies (PCOR) shares does Benjamin C. Singer hold after this transaction?

After the tax-withholding transaction, Benjamin C. Singer directly holds 100,665 shares of Procore Technologies common stock. This total includes 309 shares acquired through the company’s employee stock purchase plan on May 15, 2026.

Was this Procore Technologies (PCOR) insider transaction an open-market sale?

No, the transaction was not an open-market sale. The 5,849 shares were withheld by Procore Technologies to satisfy a tax obligation from vesting restricted stock units, a common administrative step for equity compensation.

What triggered the share withholding for Procore Technologies (PCOR) insider Benjamin C. Singer?

The withholding was triggered when restricted stock units held by Benjamin C. Singer vested, creating a tax obligation. Procore Technologies withheld 5,849 shares to cover this liability instead of requiring a separate cash payment.

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

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Accepted by SEC EDGAR 05/22/2026 - 08:01 PM EDT 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^*

Singer Benjamin C

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Legal Officer; Secretary

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/20/2026

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	05/20/2026		F		5,849(1)	D	$47.37	100,665(2)	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 withheld by the Issuer to satisfy a tax obligation realized by the Reporting Person upon the vesting of restricted stock units.

2. Includes 309 shares purchased through the Issuer's employee stock purchase plan on May 15, 2026.

Remarks:

	/s/ Benjamin C. Singer	05/22/2025
	** 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.
* Form 4: SEC 1474 (03-26)