ICONIQ Strategic Partners III, L.P. - May 19, 2021 Form 3 Insider Report for PROCORE TECHNOLOGIES, INC. (PCOR)

Role
10%+ Owner
Signature
ICONIQ Strategic Partners III, L.P., By: ICONIQ Strategic Partners III GP, L.P., By: ICONIQ Strategic Partners III TT GP, Ltd., By: Kevin Foster, Title: Authorized Signatory, /s/ Kevin Foster
Stock symbol
PCOR
Transactions as of
May 19, 2021
Transactions value $
$0
Form type
3
Date filed
5/19/2021, 07:52 PM
Next filing
May 26, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding PCOR Common Stock 3.17K May 19, 2021 Direct F1, F12, F13, F14
holding PCOR Common Stock 3.38K May 19, 2021 By ICONIQ Strategic Partners III-B, L.P. F2, F12, F13, F14
holding PCOR Common Stock 1.73M May 19, 2021 By ICONIQ Strategic Partners IV, L.P. F3, F12, F13, F14
holding PCOR Common Stock 2.86M May 19, 2021 By ICONIQ Strategic Partners IV-B, L.P. F4, F12, F13, F14
holding PCOR Common Stock 10.8K May 19, 2021 By ICONIQ Strategic Partners IV Co-Invest, L.P., Series P F5, F12, F13, F14
holding PCOR Common Stock 16.7K May 19, 2021 By ICONIQ Strategic Partners V, L.P. F6, F12, F13, F14
holding PCOR Common Stock 25.7K May 19, 2021 By ICONIQ Strategic Partners V-B, L.P. F7, F12, F13, F14

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding PCOR Series A Preferred Stock May 19, 2021 Common Stock 768K Direct F1, F12, F13, F14, F15
holding PCOR Series A Preferred Stock May 19, 2021 Common Stock 821K By ICONIQ Strategic Partners III-B, L.P. F2, F12, F13, F14, F15
holding PCOR Series A Preferred Stock May 19, 2021 Common Stock 347K By ICONIQ Strategic Partners III Co-Invest, L.P., Series P F8, F12, F13, F14, F15
holding PCOR Series B Preferred Stock May 19, 2021 Common Stock 900K By ICONIQ Strategic Partners II, L.P. F9, F12, F13, F14, F15
holding PCOR Series B Preferred Stock May 19, 2021 Common Stock 705K By ICONIQ Strategic Partners II-B, L.P. F10, F12, F13, F14, F15
holding PCOR Series B Preferred Stock May 19, 2021 Common Stock 2.21M Direct F1, F12, F13, F14, F15
holding PCOR Series B Preferred Stock May 19, 2021 Common Stock 2.36M By ICONIQ Strategic Partners III-B, L.P. F2, F12, F13, F14, F15
holding PCOR Series B Preferred Stock May 19, 2021 Common Stock 1.63M By ICONIQ Strategic Partners III Co-Invest, L.P., Series P F8, F12, F13, F14, F15
holding PCOR Series C Preferred Stock May 19, 2021 Common Stock 11.6K By ICONIQ Strategic Partners II, L.P. F9, F12, F13, F14, F15
holding PCOR Series C Preferred Stock May 19, 2021 Common Stock 9.04K By ICONIQ Strategic Partners II-B, L.P. F10, F12, F13, F14, F15
holding PCOR Series C Preferred Stock May 19, 2021 Common Stock 178K Direct F1, F12, F13, F14, F15
holding PCOR Series C Preferred Stock May 19, 2021 Common Stock 191K By ICONIQ Strategic Partners III-B, L.P. F2, F12, F13, F14, F15
holding PCOR Series C Preferred Stock May 19, 2021 Common Stock 61.5K By ICONIQ Strategic Partners III Co-Invest, L.P., Series P F8, F12, F13, F14, F15
holding PCOR Series D Preferred Stock May 19, 2021 Common Stock 146K By ICONIQ Strategic Partners II, L.P. F9, F12, F13, F14, F15
holding PCOR Series D Preferred Stock May 19, 2021 Common Stock 114K By ICONIQ Strategic Partners II-B, L.P. F10, F12, F13, F14, F15
holding PCOR Series E Preferred Stock May 19, 2021 Common Stock 5.62M By ICONIQ Strategic Partners II, L.P. F9, F12, F13, F14, F15
holding PCOR Series E Preferred Stock May 19, 2021 Common Stock 4.4M By ICONIQ Strategic Partners II-B, L.P. F10, F12, F13, F14, F15
holding PCOR Series F Preferred Stock May 19, 2021 Common Stock 5.58M By ICONIQ Strategic Partners II, L.P. F9, F12, F13, F14, F15
holding PCOR Series F Preferred Stock May 19, 2021 Common Stock 4.37M By ICONIQ Strategic Partners II-B, L.P. F10, F12, F13, F14, F15
holding PCOR Series F Preferred Stock May 19, 2021 Common Stock 4.77M By ICONIQ Strategic Partners II Co-Invest, L.P., Series P F11, F12, F13, F14, F15
holding PCOR Series G Preferred Stock May 19, 2021 Common Stock 602K By ICONIQ Strategic Partners II, L.P. F9, F12, F13, F14, F15
holding PCOR Series G Preferred Stock May 19, 2021 Common Stock 472K By ICONIQ Strategic Partners II-B, L.P. F10, F12, F13, F14, F15
holding PCOR Series G Preferred Stock May 19, 2021 Common Stock 2.08M Direct F1, F12, F13, F14, F15
holding PCOR Series G Preferred Stock May 19, 2021 Common Stock 2.22M By ICONIQ Strategic Partners III-B, L.P. F2, F12, F13, F14, F15
holding PCOR Series H-1 Preferred Stock May 19, 2021 Common Stock 87.7K By ICONIQ Strategic Partners IV, L.P. F3, F12, F13, F14, F15
holding PCOR Series H-1 Preferred Stock May 19, 2021 Common Stock 145K By ICONIQ Strategic Partners IV-B, L.P. F4, F12, F13, F14, F15
holding PCOR Series I Preferred Stock May 19, 2021 Common Stock 197K By ICONIQ Strategic Partners IV, L.P. F3, F12, F13, F14, F15
holding PCOR Series I Preferred Stock May 19, 2021 Common Stock 326K By ICONIQ Strategic Partners IV-B, L.P. F4, F12, F13, F14, F15
holding PCOR Series I Preferred Stock May 19, 2021 Common Stock 930K By ICONIQ Strategic Partners IV Co-Invest, L.P., Series P F5, F12, F13, F14, F15
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The shares are held by ICONIQ Strategic Partners III, L.P. ("ICONIQ III").
F2 The shares are held by ICONIQ Strategic Partners III-B, L.P. ("ICONIQ III-B").
F3 The shares are held by ICONIQ Strategic Partners IV, L.P. ("ICONIQ IV").
F4 The shares are held by ICONIQ Strategic Partners IV-B, L.P. ("ICONIQ IV-B").
F5 The shares are held by ICONIQ Strategic Partners IV Co-Invest, L.P., Series P ("ICONIQ IV Co-Invest").
F6 The shares are held by ICONIQ Strategic Partners V, L.P. ("ICONIQ V").
F7 The shares are held by ICONIQ Strategic Partners V-B, L.P. ("ICONIQ V-B").
F8 The shares are held by ICONIQ Strategic Partners III Co-Invest, L.P., Series P ("ICONIQ III Co-Invest").
F9 The shares are held by ICONIQ Strategic Partners II, L.P. ("ICONIQ II").
F10 The shares are held by ICONIQ Strategic Partners II-B, L.P. ("ICONIQ II-B").
F11 The shares are held by ICONIQ Strategic Partners II Co-Invest, L.P., Series P ("ICONIQ II Co-Invest").
F12 ICONIQ Strategic Partners II GP, L.P. ("ICONIQ II GP") is the sole general partner of each of ICONIQ II, ICONIQ II-B and ICONIQ II Co-Invest. ICONIQ Strategic Partners II TT GP, Ltd. ("ICONIQ II Parent GP") is the sole general partner of ICONIQ II GP. ICONIQ Strategic Partners III GP, L.P. ("ICONIQ III GP") is the sole general partner of each of ICONIQ III, ICONIQ III-B and ICONIQ III Co-Invest. ICONIQ Strategic Partners III TT GP, Ltd. ("ICONIQ III Parent GP") is the sole general partner of ICONIQ III GP. ICONIQ Strategic Partners IV GP, L.P. ("ICONIQ IV GP") is the sole general partner of each of ICONIQ IV, ICONIQ IV-B and ICONIQ IV Co-Invest. ICONIQ Strategic Partners IV TT GP, Ltd. ("ICONIQ IV Parent GP") is the sole general partner of ICONIQ IV GP. ICONIQ Strategic Partners V GP, L.P.
F13 (Continued from Footnote 12) ("ICONIQ V GP") is the sole general partner of each of ICONIQ V and ICONIQ V-B. ICONIQ Strategic Partners V TT GP, Ltd. ("ICONIQ V Parent GP") is the sole general partner of ICONIQ V GP. Divesh Makan ("Makan") and William J.G. Griffith ("Griffith") are the sole equity holders of each of ICONIQ II Parent GP and ICONIQ III Parent GP. Makan, Griffith and Matthew Jacobson ("Jacobson") are the sole equity holders of each of ICONIQ IV Parent GP and ICONIQ V Parent GP.
F14 Each of ICONIQ II GP, ICONIQ II Parent GP, ICONIQ III GP, ICONIQ III Parent GP, ICONIQ IV GP, ICONIQ IV Parent GP, ICONIQ V GP, ICONIQ V Parent GP, Makan, Griffith and Jacobson disclaims beneficial ownership of the securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its or his pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.
F15 Each of the Series A Preferred Stock, Series B Preferred Stock, Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock, Series F Preferred Stock, Series G Preferred Stock, Series H-1 Preferred Stock and Series I Preferred Stock is convertible at the option of the holder into Common Stock on a 1:1 basis. Immediately prior to the consummation of the Issuer's initial public offering all shares of each such series of preferred stock will automatically convert into Common Stock.

Remarks:

This Form 3 is the second of three Forms 3 being filed relating to the same event. The Form 3 has been split into three filings because there are more than 10 Reporting Persons in total, and the SEC's EDGAR filing system limits a single Form 3 to a maximum of 10 Reporting Persons. Each Form 3 will be filed by Designated Filer ICONIQ Strategic Partners III, L.P.