Procore (PCOR) CEO sees 45K shares withheld for RSU taxes

Rhea-AI Filing Summary

For PROCORE TECHNOLOGIES, INC. (PCOR), CEO and President Ajei Gopal reported a Form 4 showing a tax-related share withholding rather than an open-market trade. On 2026-08-20, 45,088 shares of common stock were disposed of at a reported price of $62.92 per share to satisfy a tax obligation triggered by the vesting of restricted stock units. After this withholding, Gopal directly held 508,346 shares of Procore common stock.

Insider Trade Summary

Net Seller: 45,088 shares

Net Sell 1 txn

Insider Gopal Ajei

Role CEO & President

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1	45,088	$62.92	$2.84M

Holdings After Transaction: Common Stock — 508,346 shares (Direct)

Footnotes (1)

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.

Key Figures

Shares withheld for tax: 45,088 shares Reported price per share: $62.92 per share Shares held after transaction: 508,346 shares

3 metrics

Shares withheld for tax 45,088 shares Shares of PCOR common stock withheld on 2026-08-20 to satisfy tax on RSU vesting

Reported price per share $62.92 per share Price applied to the 45,088 withheld shares in the tax-withholding transaction

Shares held after transaction 508,346 shares Direct holdings of Ajei Gopal in PCOR common stock following the withholding

Key Terms

restricted stock units, tax obligation, withheld by the Issuer

3 terms

restricted stock units financial

"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.

tax obligation financial

"to satisfy a tax obligation realized by the Reporting Person"

withheld by the Issuer financial

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

FAQ

What insider transaction did PCOR CEO Ajei Gopal report on this Form 4?

Ajei Gopal reported a disposition of 45,088 shares of PROCORE TECHNOLOGIES, INC. common stock on 2026-08-20. The shares were withheld by the company to satisfy a tax obligation arising from the vesting of restricted stock units, not an open-market sale.

Was the PCOR Form 4 transaction an open-market sale of shares?

No. The Form 4 states the 45,088 shares were withheld by the issuer to satisfy a tax obligation upon vesting of restricted stock units, which is reported under transaction code F, not as a market sale.

How many PCOR shares does Ajei Gopal hold after this reported transaction?

After the tax-withholding transaction, Ajei Gopal directly holds 508,346 shares of PROCORE TECHNOLOGIES, INC. common stock, as shown in the Form 4 under total shares following the transaction.

What was the reported price per share for the PCOR tax-withholding transaction?

The Form 4 reports a price of $62.92 per share for the 45,088 shares withheld to satisfy the tax obligation related to vesting restricted stock units.

Was the PCOR Form 4 transaction under a Rule 10b5-1 trading plan?

No. The filing’s Rule 10b5-1 checkbox is not marked as an affirmative plan (aff_10b5_one is false), and the footnote describes the event as tax withholding upon RSU vesting rather than a trading-plan transaction.

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

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/24/2026 - 09:23 PM Accepted by SEC EDGAR 08/24/2026 - 09:22 PM 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^*

Gopal Ajei

(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
X	Officer (give title below)		Other (specify below)
	CEO & President

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/20/2026

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	08/20/2026		F		45,088(1)	D	$62.92	508,346	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.

Remarks:

	/s/ Benjamin C. Singer, Attorney-in-Fact	08/24/2026
	** 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)