Procore chairman sells 56,122 shares after exercise

Both reported sales were made under a Rule 10b5-1 plan dated December 9, 2025, alongside the exercise of 56,122 options.

Rhea-AI Filing Summary

Procore Technologies (PCOR) Chairman of the Board Craig F. Courtemanche Jr. exercised options for 56,122 common shares at a $2.42 exercise price on October 12, 2026. He reported selling 55,930 shares at a weighted-average price of $56.19 and another 192 shares at $56.725; prices for the 55,930-share sale ranged from $55.69 to $56.67. Both sales were under a Rule 10b5-1 plan dated December 9, 2025. The reported option position after exercise was 0; a separate indirect holding attributed to his spouse was 23,736 common shares.

Insider Trade Summary 10b5-1

Exercise and Sale: 56,122 shares ($3.02M approx. pre-tax spread)

Exercise and Sale 8 txns

Insider Courtemanche Craig F. Jr.

Role Director

Sold 56,122 shs ($3.15M)

Approx. gross sale proceeds $3.15M

Approx. exercise cost $136K

Approx. pre-tax spread $3.02M

Type	Security	Shares	Price	Value
Exercise	Stock Option (Right to Buy) F6	56,122	$2.42	$136K
Exercise	Common Stock	56,122	$2.42	$136K
Sale	Common Stock F1, F2	55,930	$56.19	$3.14M
Sale	Common Stock F1	192	$56.725	$11K
holding	Common Stock F3	--	--	--
holding	Common Stock F4	--	--	--
holding	Common Stock F5	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Stock Option (Right to Buy) — 0 contracts (Direct); Common Stock — 908,316 shares (Direct); Common Stock — 4,375,556 shares (Indirect, See Footnote); Common Stock — 23,736 shares (Indirect, Spouse)

Footnotes (6)

1. F1. These shares sold pursuant to a 10b5-1 plan dated December 9, 2025.
2. F2. The price reported in Column 4 is a weighted average price. These shares were sold at prices ranging from $55.69 to $56.67, 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. F3. These shares were held by Craig F. Courtemanche and Hillary Courtemanche Family Trust dated as of November 1, 2012.
4. F4. These shares are held by the Courtemanche 2021 Irrevocable Trust UA DTD 6/10/2021.
5. F5. These shares are held by The Courtemanche 2016 Irrevocable Trust.
6. F6. 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

Shares underlying options exercised: 56,122 shares Exercise price: $2.42 per share First sale: 55,930 shares +4 more

7 metrics

Shares underlying options exercised 56,122 shares October 12, 2026

Exercise price $2.42 per share Options exercised October 12, 2026

First sale 55,930 shares October 12, 2026

Weighted-average sale price $56.19 per share 55,930-share sale; prices ranged from $55.69 to $56.67

Second sale 192 shares October 12, 2026

Second sale price $56.725 per share October 12, 2026

Indirect spouse holding 23,736 common shares Reported holding attributed to his spouse

Key Terms

Rule 10b5-1 plan, weighted average price, Stock Option (Right to Buy), vested

4 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.

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.

Stock Option (Right to Buy) financial

"Stock Option (Right to Buy)"

vested financial

"vested in 60 equal monthly installments"

FAQ

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

How many PCOR shares did Chairman Craig F. Courtemanche Jr. exercise and sell?

On October 12, 2026, Craig F. Courtemanche Jr. exercised options for 56,122 common shares at $2.42 per share and reported sales of 55,930 shares and 192 shares. Both sales were made under a Rule 10b5-1 plan dated December 9, 2025.

What were the reported PCOR share sale prices?

Craig F. Courtemanche Jr. reported selling 55,930 shares at a weighted-average price of $56.19 per share, with prices ranging from $55.69 to $56.67, and 192 shares at $56.725 per share on October 12, 2026.

What were the vesting terms for Craig F. Courtemanche Jr.'s PCOR option?

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.

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

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Available on EDGAR 10/14/2026 - 08:20 PM EDT Accepted by SEC EDGAR 10/14/2026 - 08:20 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).

X

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 AVENUE

(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)
10/12/2026

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	10/12/2026		M		56,122	A	$2.42	964,438	D
Common Stock	10/12/2026		S(1)		55,930	D	$56.19(2)	908,508	D
Common Stock	10/12/2026		S(1)		192	D	$56.725	908,316	D
Common Stock								2,692,727	I	See Footnote(3)
Common Stock								1,155,480	I	See Footnote(4)
Common Stock								527,349	I	See Footnote(5)
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	10/12/2026		M			56,122	(6)	11/10/2026	Common Stock	56,122	$2.42	0	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 $55.69 to $56.67, 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. These shares were held by Craig F. Courtemanche and Hillary Courtemanche Family Trust dated as of November 1, 2012.

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

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

6. 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	10/14/2026
	** 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)