Form 4: ICONIQ Capital's William Griffith Reports Pro Rata Share Distributions of Procore Technologies Stock

William Griffith, a director and 10% owner of Procore Technologies, reported pro rata distributions of common stock from various ICONIQ Strategic Partners funds to their respective partners.

Summary

• William Griffith, a director and 10% owner of Procore Technologies, filed a Form 4 detailing changes in beneficial ownership.
• The changes involve pro rata distributions of Procore Technologies common stock from several ICONIQ Strategic Partners funds to their limited partners and general partners.
• These distributions were made without consideration and are exempt under Rules 16a-13 and 16a-9 of the Securities Exchange Act of 1934.
• The distributions occurred on December 12, 2024, and involved multiple ICONIQ Strategic Partners funds, including II, II-B, II Co-Invest, III, III-B, III Co-Invest, IV, IV-B, IV Co-Invest, V, V-B, VI, and VI-B.
• The total number of shares distributed by ICONIQ Strategic Partners II, L.P. was 766,667, by ICONIQ Strategic Partners II-B, L.P. was 600,145, and by ICONIQ Strategic Partners II Co-Invest, L.P. was 284,188.
• The report also details the indirect ownership of shares through various ICONIQ entities and the disclaimers of beneficial ownership by Mr. Griffith, except for his pecuniary interest.

Sentiment

Score: 7

Explanation: The document is neutral in sentiment, detailing routine transactions. There are no indications of positive or negative sentiment towards the company. The score is a 7 as it is a routine filing and not a major event.

Positives

• The pro rata distributions are a standard practice for investment funds and do not indicate any negative sentiment towards Procore Technologies.
• The distributions are made in accordance with SEC regulations, ensuring transparency and compliance.

Risks

• The document does not indicate any specific risks associated with the reported transactions.
• The distributions could potentially increase the number of shares available in the market, but the pro rata nature suggests a limited impact.

Industry Context

This filing is a routine disclosure of stock distributions within an investment fund structure and is common in the private equity and venture capital industry. It reflects the internal operations of ICONIQ Capital and its various investment vehicles.

Comparison to Industry Standards

• The pro rata distribution of shares to limited partners is a standard practice in the private equity and venture capital industry, similar to distributions made by firms like Sequoia Capital or Andreessen Horowitz.
• The use of multiple investment vehicles (LPs) is also common, allowing for different investment strategies and investor participation levels, similar to structures used by SoftBank Vision Fund or Tiger Global Management.
• The reporting of these transactions via SEC Form 4 is a standard compliance requirement for insiders of publicly traded companies, consistent with filings made by executives and major shareholders of other tech companies.

Stakeholder Impact

• The pro rata distributions may have a minor impact on the overall share supply, but the effect is likely to be minimal due to the nature of the distribution.
• The distributions do not directly impact employees, customers, or suppliers of Procore Technologies.

Key Dates

Keywords

Procore Technologies, ICONIQ Capital, William Griffith, Form 4, Beneficial Ownership, Stock Distribution, SEC Filing, Equity Securities, Shareholder, Investment Fund