0001209191-21-034242.txt : 20210519
0001209191-21-034242.hdr.sgml : 20210519
20210519205618
ACCESSION NUMBER: 0001209191-21-034242
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: CALDWELL NANCI
CENTRAL INDEX KEY: 0001232403
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40396
FILM NUMBER: 21942091
MAIL ADDRESS:
STREET 1: C/O DELTEK, INC.
STREET 2: 2291 WOOD OAK DRIVE
CITY: HERNDON
STATE: VA
ZIP: 20171
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
0001232403
CALDWELL NANCI
C/O PROCORE TECHNOLOGIES, INC.
6309 CAPINTERIA 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 of: (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_986677
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 this 24th day of March, 2020.
/s/ Nanci Caldwell
Nanci Caldwell