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

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

PROCORE TECHNOLOGIES, INC. Chairman of the Board Craig F. Courtemanche Jr. reported an exercise-and-sale transaction in the company’s common stock. On July 10, 2026, he exercised stock options for 56,122 shares at $2.42 per share and reported open‑market sales totaling 56,122 shares at weighted average prices of $43.63 and $44.76, with individual trades occurring between $43.31 and $45.26 per share. The sales were made pursuant to a Rule 10b5‑1 trading plan dated December 9, 2025. After these transactions, he holds 919,704 shares of Procore common stock directly, plus 168,366 stock options at $2.42 expiring on November 10, 2026, and additional indirect holdings through his spouse and several family trusts.

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Insider Courtemanche Craig F. Jr.
Role Director
Sold 56,122 shs ($2.46M)
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 42,911 $43.63 $1.87M
Sale Common Stock 13,211 $44.76 $591K
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Stock Option (Right to Buy) — 168,366 shares (Direct); Common Stock — 975,826 shares (Direct); Common Stock — 2,692,461 shares (Indirect, See Footnote)
Footnotes (1)
  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 $43.31 to $44.235, 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 $44.31 to $45.26, 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.
Shares sold 56,122 shares Open-market sales of Procore common stock on July 10, 2026
Sale prices $43.63 and $44.76 per share Weighted average prices for the two reported sale transactions
Option exercise size 56,122 shares at $2.42 Common stock acquired through stock option exercise on July 10, 2026
Direct holdings after 919,704 shares Directly owned Procore common stock following the reported transactions
Remaining stock options 168,366 options at $2.42 Stock options outstanding after exercise, expiring November 10, 2026
Spouse holdings 23,736 shares Indirectly owned common stock held by spouse
Rule 10b5-1 plan regulatory
"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.
irrevocable trust financial
"These shares are held by the Courtemanche 2021 Irrevocable Trust UA DTD 6/10/2021."
An irrevocable trust is a legal arrangement where an owner transfers assets into a separate entity managed by a trustee and gives up the power to modify or reclaim those assets. For investors it matters because putting stock or other holdings into such a trust can change who controls and benefits from the assets, affect taxes and creditor protection, and influence how easy it is to sell or value those holdings—like placing valuables in a locked safe overseen by someone else.
Stock Option (Right to Buy) technical
"security_title: Stock Option (Right to Buy)"
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FAQ

What insider transactions did Procore (PCOR) chairman Craig F. Courtemanche Jr. report?

Craig F. Courtemanche Jr. exercised 56,122 stock options at $2.42 and reported open‑market sales totaling 56,122 Procore shares on July 10, 2026, under a pre‑arranged Rule 10b5‑1 trading plan, while retaining a substantial direct and indirect ownership stake.

How many Procore (PCOR) shares did the chairman sell and at what prices?

He reported selling 56,122 shares of Procore common stock in two open‑market transactions at weighted average prices of $43.63 and $44.76 per share, with individual trades executed in a price range from $43.31 to $45.26.

What options did the Procore (PCOR) chairman exercise in this Form 4 filing?

Courtemanche exercised 56,122 stock options with an exercise price of $2.42 per share, converting them into common stock. The option series continues to cover 168,366 shares at the same exercise price and carries an expiration date of November 10, 2026.

How many Procore (PCOR) shares does Craig F. Courtemanche Jr. hold after these transactions?

Following the reported transactions, he holds 919,704 shares of Procore common stock directly. He also reports indirect ownership through his spouse and multiple family trusts, in addition to 168,366 stock options remaining outstanding.

Were the Procore (PCOR) share sales by the chairman under a Rule 10b5-1 plan?

Yes. A footnote states that the reported sales were made pursuant to a Rule 10b5‑1 plan dated December 9, 2025. Such pre‑arranged trading plans allow insiders to sell shares according to a preset schedule, reducing flexibility over trade timing.

What indirect Procore (PCOR) holdings does the chairman report in this Form 4?

He reports indirect ownership of Procore shares held by his spouse and by several family trusts, including the Craig F. Courtemanche and Hillary Courtemanche Family Trust and 2016 and 2021 irrevocable trusts, reflecting additional exposure beyond his directly held shares.
SEC Form 4
FORM 4UNITED 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)
XDirector10% Owner
Officer (give title below)XOther (specify below)
Chairman of the Board
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/10/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock07/10/2026M56,122A$2.42975,826D
Common Stock07/10/2026S(1)42,911D$43.63(2)932,915D
Common Stock07/10/2026S(1)13,211D$44.76(3)919,704D
Common Stock2,692,461ISee Footnote(4)
Common Stock1,155,480ISee Footnote(5)
Common Stock527,349ISee Footnote(6)
Common Stock23,736ISpouse
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (Right to Buy)$2.4207/10/2026M56,122 (7)11/10/2026Common Stock56,122$2.42168,366D
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 $43.31 to $44.235, 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 $44.31 to $45.26, 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. These shares are held by the Craig F. Courtemanche and Hillary Courtemanche Family Trust dated as of November 1, 2012.
5. These shares are held by the Courtemanche 2021 Irrevocable Trust UA DTD 6/10/2021.
6. These shares are held by The Courtemanche 2016 Irrevocable Trust.
7. 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-Fact07/14/2026
** Signature of Reporting PersonDate
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)