Bessemer Venture Partners VIII L.P. - May 24, 2021 Form 4 Insider Report for PROCORE TECHNOLOGIES, INC. (PCOR)

Role
10%+ Owner
Signature
/s/ Scott Ring, General Counsel, Deer VIII & Co. Ltd., the General Partner of Deer VIII & Co. L.P., the General Partner of Bessemer Venture Partners VIII L.P.
Stock symbol
PCOR
Transactions as of
May 24, 2021
Transactions value $
$0
Form type
4
Date filed
5/26/2021, 05:11 PM
Previous filing
May 19, 2021
Next filing
Jul 20, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PCOR Common Stock Conversion of derivative security +16.1M +2673.7% 16.7M May 24, 2021 See footnote F1, F2, F3, F4, F5

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
transaction PCOR Series A Preferred Stock Conversion of derivative security $0 -580K -100% $0.00* 0 May 24, 2021 Common Stock 580K See footnote F2, F4, F5, F6
transaction PCOR Series B Preferred Stock Conversion of derivative security $0 -348K -100% $0.00* 0 May 24, 2021 Common Stock 348K See footnote F2, F4, F5, F7
transaction PCOR Series C Preferred Stock Conversion of derivative security $0 -134K -100% $0.00* 0 May 24, 2021 Common Stock 134K See footnote F2, F4, F5, F8
transaction PCOR Series D Preferred Stock Conversion of derivative security $0 -11.9M -100% $0.00* 0 May 24, 2021 Common Stock 11.9M See footnote F2, F4, F5, F9
transaction PCOR Series E Preferred Stock Conversion of derivative security $0 -1.81M -100% $0.00* 0 May 24, 2021 Common Stock 1.81M See footnote F2, F4, F5, F10
transaction PCOR Series F Preferred Stock Conversion of derivative security $0 -886K -100% $0.00* 0 May 24, 2021 Common Stock 886K See footnote F2, F4, F5, F11
transaction PCOR Series H-1 Preferred Stock Conversion of derivative security $0 -78.4K -100% $0.00* 0 May 24, 2021 Common Stock 78.4K See footnote F2, F4, F5, F12
transaction PCOR Series I Preferred Stock Conversion of derivative security $0 -396K -100% $0.00* 0 May 24, 2021 Common Stock 396K See footnote F2, F4, F5, F13
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents 7,053,409 shares received by Bessemer Venture Partners VIII, L.P. ("BVP VIII"), 8,482,733 shares received by Bessemer Venture Partners VIII Institutional L.P. ("BVP VIII Inst"), 361,642 shares received by Bessemer Venture Partners PR, L.P. ("BVP PR") and 210,434 shares received by 15 Angels II LLC ("15 Angels") upon conversion 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 H-1 Preferred Stock and Series I Preferred Stock (collectively the "Preferred Stock") upon closing of the Issuer's initial public offering.
F2 The Preferred Stock converted into Common Stock on a one-for-one basis upon the closing of the Issuer's initial public offering without payment of consideration. The Preferred Stock was convertible at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. The Preferred Stock had no expiration date.
F3 Following the reported transaction, 7,055,073 shares are held by BVP VIII, 8,484,734 shares are held by BVP VIII Inst, 947,724 shares are held by BVP PR and 223,156 shares are held by 15 Angels.
F4 Deer VIII & Co. Ltd. ("Deer VIII Ltd.") is the general partner of Deer VIII & Co. L.P. ("Deer VIII L.P."), which is the general partner of BVP VIII, BVP Inst. and 15 Angels. Deer VIII Ltd. and Deer VIII L.P. disclaim beneficial ownership of the securities held by BVP VIII, BVP VIII Inst and 15 Angels, and this report shall not be deemed an admission that Deer VIII Ltd. and Deer VIII L.P. are the beneficial owners of such securities, except to the extent of their pecuniary interest therein, if any, by virtue of their direct and indirect general partner interests in BVP VIII, BVP VIII Inst and 15 Angels.
F5 Deer X & Co. Ltd. ("Deer X Ltd.") is the general partner of Deer X & Co. L.P. ("Deer X L.P."), which is the general partner of BVP PR. Deer X Ltd. and Deer X L.P. disclaim beneficial ownership of the securities held by BVP PR, and this report shall not be deemed an admission that Deer X Ltd. and Deer X L.P. are the beneficial owners of such securities, except to the extent of their pecuniary interest therein, if any, by virtue of their direct and indirect general partner interest in BVP PR.
F6 Prior to the closing, BVP VIII owned 176,125 shares, BVP VIII Inst owned 211,816 shares and BVP PR owned 192,515 shares of the Series A Preferred Stock.
F7 Prior to the closing, BVP VIII owned 81,097 shares, BVP VIII Inst owned 97,530 shares and BVP PR owned 169,127 shares of the Series B Preferred Stock.
F8 Prior to the closing, BVP VIII owned 60,827 shares and BVP VIII Inst owned 73,153 shares of the Series C Preferred Stock.
F9 Prior to the closing, BVP VIII owned 5,551,416 shares and BVP VIII Inst owned 6,325,093 shares of the Series D Preferred Stock.
F10 Prior to the closing, BVP VIII owned 714,403 shares and BVP VIII Inst owned 1,095,022 shares of the Series E Preferred Stock.
F11 Prior to the closing, BVP VIII owned 349,643 shares and BVP VIII Inst owned 535,924 shares of the Series F Preferred Stock.
F12 Prior to the closing, 15 Angels owned 78,388 shares of the Series H-1 Preferred Stock.
F13 Prior to the closing, BVP VIII owned 119,898 shares, BVP VIII Inst owned 144,195 shares and 15 Angels owned 132,046 shares of the Series I Preferred Stock.