Procore (PCOR) executive uses 13,267 shares to cover RSU tax bill

Rhea-AI Filing Summary

Procore Technologies executive handles tax withholding via share disposition. President of Product & Technology Steven Scott Davis had 13,267 shares of Common Stock withheld on May 20, 2026 to satisfy a tax obligation arising from the vesting of restricted stock units. This was a tax-withholding disposition, not an open-market trade. Following the transaction, Davis directly holds 290,549 shares of Procore Technologies common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Davis Steven Scott

Role President Product & Technology

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	13,267	$47.37	$628K

Holdings After Transaction: Common Stock — 290,549 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Shares withheld for taxes: 13,267 shares Withholding price per share: $47.37 per share Shares held after transaction: 290,549 shares +1 more

4 metrics

Shares withheld for taxes 13,267 shares Tax-withholding disposition on Common Stock

Withholding price per share $47.37 per share Price used for tax-withholding shares

Shares held after transaction 290,549 shares Direct Common Stock holdings post-transaction

Tax-withholding transactions 1 transaction Count of F-code dispositions in this filing

Key Terms

restricted stock units, Common Stock, tax-withholding disposition, Form 4, +1 more

5 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.

Common Stock financial

"security_title": "Common Stock""

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

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.

Form 4 regulatory

"INSIDER FILING DATA (Form 4)"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

transaction code F regulatory

"transaction_code": "F""

Form 4 Insider Transactions: What Each Field Means →

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^*

Davis Steven Scott

(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)
	President Product & Technology

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		13,267(1)	D	$47.37	290,549	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	05/22/2026
	** 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)

FAQ

What insider transaction did Procore Technologies (PCOR) report for Steven Scott Davis?

Procore reported that executive Steven Scott Davis had 13,267 shares of Common Stock withheld to cover taxes from restricted stock unit vesting. This was a tax-withholding disposition, not an open-market buy or sell, and is a routine administrative event.

How many Procore (PCOR) shares were withheld for taxes in this Form 4?

A total of 13,267 Procore Common Stock shares were withheld to satisfy a tax obligation. The withholding price was $47.37 per share, reflecting payment of taxes due when Davis’s restricted stock units vested into shares.

Did Procore executive Steven Scott Davis sell shares on the open market in this filing?

No, the Form 4 shows no open-market sale. Instead, 13,267 shares were withheld by Procore to pay a tax liability triggered by the vesting of restricted stock units, a common administrative mechanism for handling equity compensation taxes.

How many Procore (PCOR) shares does Steven Scott Davis hold after the tax withholding?

After the tax-withholding disposition, Davis directly holds 290,549 shares of Procore Common Stock. This post-transaction figure reflects his remaining equity position following the automatic share withholding to cover restricted stock unit-related taxes.

What does transaction code F mean in the Procore (PCOR) Form 4 filing?

Transaction code F indicates shares were used to pay an exercise price or tax liability. In this case, 13,267 shares were withheld to satisfy a tax obligation resulting from the vesting of restricted stock units awarded to executive Steven Scott Davis.