Form 4: Procore Technologies Chairman Sells Shares

Procore Technologies Chairman Craig F. Courtemanche Jr. reported transactions involving the sale of company stock, executed under a pre-arranged 10b5-1 plan.

Summary

• Craig F. Courtemanche Jr., Chairman of the Board and a director at Procore Technologies, Inc. (PCOR), has reported several transactions related to the company's common stock.
• These transactions, which occurred on April 10, 2026, involved both the acquisition of stock under an option and the disposition of shares.
• A total of 56,122 shares were acquired under a stock option at a price of $2.42 per share.
• Concurrently, a significant number of shares were sold: 48,465 shares at a weighted average price of $47.45, 4,922 shares at a weighted average price of $48.43, and 2,735 shares at a weighted average price of $49.54.
• These sales were conducted pursuant to a Rule 10b5-1 trading plan established on December 9, 2025.
• Following these transactions, Courtemanche beneficially owns a substantial number of shares, with holdings detailed across direct and indirect ownership categories, including trusts.

Sentiment

Score: 4

Explanation: StockSavvy.ai views this as a neutral to slightly negative filing due to the significant sale of shares by a key executive, despite the use of a 10b5-1 plan.

Positives

• The transactions were executed under a Rule 10b5-1 plan, indicating a pre-determined and structured approach to stock sales, which can mitigate concerns about insider trading.
• The acquisition of 56,122 shares under a stock option at a price of $2.42 suggests a favorable exercise price for the reporting person.
• Despite the sales, Courtemanche retains significant beneficial ownership of Procore Technologies stock, indicating continued investment in the company.

Negatives

• A substantial number of shares (96,122 in total across multiple transactions) were disposed of by a key executive and director.
• The sales occurred at prices significantly higher than the exercise price of the stock option, suggesting the reporting person is realizing substantial gains.

Risks

• The sale of a large number of shares by a key executive could be interpreted negatively by the market, potentially signaling a lack of confidence or a desire to diversify holdings.
• While executed under a 10b5-1 plan, the sheer volume of sales might still create downward pressure on the stock price if not absorbed by market demand.

Future Outlook

The filing does not contain forward-looking statements or guidance. It solely reports on past transactions.

Management Comments

• The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

Industry Context

StockSavvy.ai notes that Form 4 filings are routine for executives and directors, especially when utilizing 10b5-1 plans for pre-scheduled stock sales. The volume and timing of such sales can, however, influence market perception of insider confidence in the company's future performance.

Stakeholder Impact

• Shareholders: May view the sale of shares by a key executive with caution, potentially impacting short-term stock price sentiment.
• Management: The transactions are executed under a pre-defined plan, suggesting adherence to governance protocols.
• Employees: Continued indirect ownership by management can be seen as a positive sign of commitment.

Next Steps

• The reporting person may continue to execute trades under the established 10b5-1 plan.
• The company may receive requests for further information regarding the specific sale prices from the SEC or security holders.

Key Dates

Recommendation

The filing reports routine stock transactions by a key executive under a 10b5-1 plan. While the sale of a significant number of shares could be a short-term negative signal, the continued indirect ownership and the structured nature of the sales suggest a 'hold' recommendation, pending further fundamental analysis of Procore Technologies' business performance.

Keywords

Procore Technologies, PCOR, Form 4, Insider Trading, Stock Sale, 10b5-1 Plan, Beneficial Ownership, Stock Option, Director Transactions, Chairman of the Board