0001209191-21-034251.txt : 20210519 0001209191-21-034251.hdr.sgml : 20210519 20210519211407 ACCESSION NUMBER: 0001209191-21-034251 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20210519 FILED AS OF DATE: 20210519 DATE AS OF CHANGE: 20210519 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SMITH GRAHAM CENTRAL INDEX KEY: 0001219883 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40396 FILM NUMBER: 21942130 MAIL ADDRESS: STREET 1: 301 BRANNMAN ST CITY: SAN FRANCISCO STATE: CA ZIP: 94107 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PROCORE TECHNOLOGIES, INC. CENTRAL INDEX KEY: 0001611052 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 731636261 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 6309 CARPINTERIA AVE. CITY: CARPINTERIA STATE: CA ZIP: 93013 BUSINESS PHONE: 866-477-6267 MAIL ADDRESS: STREET 1: 6309 CARPINTERIA AVE. CITY: CARPINTERIA STATE: CA ZIP: 93013 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2021-05-19 0 0001611052 PROCORE TECHNOLOGIES, INC. PCOR 0001219883 SMITH GRAHAM C/O PROCORE TECHNOLOGIES, INC. 6309 CARPINTERIA AVE CARPINTERIA CA 93013 1 0 0 0 Common Stock 77210 D Includes 3,050 shares issuable on settlement of restricted stock units ("RSUs"). The RSUs have two different vesting conditions, both of which must be met in order for any RSUs to vest and settle in shares of the Issuer's common stock: (i) a service-based vesting condition (the "Service-Based Condition"), and (ii) a liquidity event vesting condition (the "Liquidity Event Condition"). The Service-Based Condition will be satisfied with respect to 100% of the shares on February 20, 2022, assuming continued service through such date. The Liquidity Event Condition will be satisfied upon the first to occur: (1) a Change in Control and (2) the effective date of a registration statement for an initial public offering of the Issuer's common stock. Includes 74,160 shares issuable on settlement of RSUs. The RSUs have two different vesting conditions, both of which must be met in order for any RSUs to vest and settle in shares of the Issuer's common stock: (i) a service-based vesting condition (the "Service-Based Condition"); and (ii) a liquidity event vesting condition (the "Liquidity Event Condition"). The Service-Based Condition will be satisfied as follows: 1/4th of the RSUs shall vest on February 20th of each year beginning on February 20, 2021, assuming Participant's continued service through each such date. The Liquidity Event Condition will be satisfied upon the first to occur of: (1) a Change in Control or (2) the effective date of a registration statement for an initial public offering of the Issuer's common stock. /s/ Benjamin C. Singer, Attorney-in-fact 2021-05-19 EX-24.3_986686 2 poa.txt POA DOCUMENT LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned hereby constitutes and appoints Craig F. Courtemanche, Jr., Paul Lyandres and Benjamin C. Singer of Procore Technologies, Inc. and Peter Mandel, Eric Steiner, Brian Youn and Nguyen Nguyen of Cooley LLP, or any of them signing singly, with full power of substitution, the undersigned's true and lawful attorney-in-fact to: (1) prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the U.S. Securities and Exchange Commission (the "SEC") a Form ID Application to Obtain EDGAR Access Codes and any other forms necessary to generate EDGAR codes on my behalf enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 or any rule or regulation of the SEC; (2) execute for and on behalf of the undersigned, in the undersigned's capacity as a director, officer and/or a 10% stockholder of Procore Technologies, Inc. (the "Company"), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder; (3) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the SEC and any stock exchange or similar authority; and (4) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. The undersigned hereby grants to such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. This Power of Attorney shall remain in full force and effect until either the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company or unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the 11th of February, 2020. /s/ Graham Smith Graham Smith