Form 4: Procore Chairman Executes Stock Option and Sale Plan

Procore Technologies Chairman Craig F. Courtemanche Jr. exercised options for 56,122 shares and sold 56,122 shares under a 10b5-1 trading plan.

Summary

• Chairman Craig F. Courtemanche Jr. exercised stock options for 56,122 shares of Procore Technologies (PCOR) at an exercise price of $2.42 per share.
• Following the exercise, the Chairman sold the entire 56,122 shares in three separate transactions on May 11, 2026.
• The sales were executed at weighted average prices of $50.26, $51.16, and $52.69 per share.
• The transactions were conducted pursuant to a Rule 10b5-1 trading plan established on December 9, 2025.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral event; it is a routine, pre-planned divestment by an insider that does not signal a change in company fundamentals.

Positives

• The transaction was pre-planned under a Rule 10b5-1 plan, indicating the sales were not based on sudden material non-public information.
• The Chairman maintains a significant remaining beneficial ownership stake in the company, including 927,580 shares held directly and over 4.3 million shares held indirectly through trusts.

Negatives

• The transaction represents a divestment of equity by a key insider, which may be perceived as a reduction in direct exposure to the company's future performance.

Risks

• Insider selling activity can sometimes create negative sentiment among retail investors, regardless of the pre-planned nature of the sales.

Future Outlook

No specific forward-looking guidance regarding company operations was provided in this filing, as it is a standard disclosure of insider transaction activity.

Management Comments

• The reporting person undertakes to provide full information regarding the number of shares sold at each separate price within the reported ranges upon request.

Industry Context

StockSavvy.ai notes that insider selling via 10b5-1 plans is a standard practice for executives to manage personal liquidity and diversification, and is generally viewed as neutral by institutional investors when the remaining ownership stake remains substantial.

Comparison to Industry Standards

• The use of 10b5-1 plans is the industry standard for corporate executives to avoid potential conflicts of interest regarding insider trading regulations.
• The scale of the sale relative to the Chairman's total holdings is minor, consistent with typical executive wealth management strategies.

Related Party Transactions

• The filing discloses holdings held by the Craig F. Courtemanche and Hillary Courtemanche Family Trust, the Courtemanche 2021 Irrevocable Trust, and The Courtemanche 2016 Irrevocable Trust.

Stakeholder Impact

• Minimal impact expected as the transaction was pre-planned and represents a small fraction of the Chairman's total beneficial ownership.

Next Steps

• No further actions or milestones were disclosed in this filing.

Key Dates

Keywords

Procore Technologies, PCOR, Insider Trading, Form 4, Stock Options, 10b5-1, Corporate Governance