Form 4: Procore Director Sells $3.5M in Stock Under 10b5-1 Plan

Procore Technologies Director Kevin J. O'Connor sold 45,811 shares of common stock for approximately $3.56 million in pre-arranged transactions.

Summary

• Director Kevin J. O'Connor of Procore Technologies, Inc. (PCOR) sold a total of 45,811 shares of common stock.
• The sales occurred on November 12, 2025, and November 13, 2025.
• The transactions were executed under a Rule 10b5-1 trading plan established on November 21, 2024.
• The shares were sold at weighted average prices ranging from $76.30 to $79.39 per share.
• Following these transactions, O'Connor indirectly beneficially owns 1,062,134 shares of Procore common stock through the Kevin J. O'Connor Revocable Trust.

Sentiment

Score: 5

Explanation: The sentiment is neutral. While insider selling can sometimes be a negative signal, the fact that these sales were conducted under a pre-arranged 10b5-1 plan mitigates any negative interpretation, as it indicates a planned divestment rather than a reaction to new information.

Positives

• The sales were conducted under a pre-arranged 10b5-1 trading plan, indicating a planned divestment rather than a reaction to recent company news.

Negatives

• A director selling a significant number of shares, even under a 10b5-1 plan, can sometimes be perceived as a lack of confidence, though this is mitigated by the pre-planned nature.

Future Outlook

No forward-looking statements or guidance are provided in this Form 4 filing, as it reports historical transactions.

Industry Context

This Form 4 filing reports an individual insider transaction and does not provide broader industry context or trends. It reflects a director's personal portfolio management rather than a company-wide strategic move.

Comparison to Industry Standards

• This filing reports an individual insider transaction and does not contain information suitable for comparison to industry-wide financial or operational benchmarks. It is a standard disclosure for director stock sales.

Related Party Transactions

• The shares are held by the Kevin J. O'Connor Revocable Trust U/A DTD 06-13-19, which represents indirect beneficial ownership by the reporting person.

Stakeholder Impact

• Shareholders: The sale of shares by a director, even under a 10b5-1 plan, could be interpreted by some shareholders as a slight negative signal, though the impact is generally minimal for pre-planned sales.
• Employees, Customers, Suppliers, Creditors: No direct impact on these stakeholders is indicated by this insider transaction report.

Key Dates

Recommendation

The filing reports a pre-scheduled insider stock sale by a director under a 10b5-1 plan. Such transactions are typically for personal financial planning and do not usually reflect a change in the director's view of the company's prospects. Therefore, this specific filing alone does not provide a strong basis for a 'buy' or 'sell' recommendation, leading to a 'hold' stance based solely on this information.

Keywords

Procore Technologies, PCOR, Insider Selling, Form 4, Kevin J. O'Connor, Director, Stock Sale, 10b5-1 Plan, Beneficial Ownership