0000899243-21-020026.txt : 20210519
0000899243-21-020026.hdr.sgml : 20210519
20210519195549
ACCESSION NUMBER: 0000899243-21-020026
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210519
FILED AS OF DATE: 20210519
DATE AS OF CHANGE: 20210519
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ICONIQ Strategic Partners III, L.P.
CENTRAL INDEX KEY: 0001678064
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40396
FILM NUMBER: 21942009
BUSINESS ADDRESS:
STREET 1: 394 PACIFIC AVENUE, 2ND FLOOR
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94111
BUSINESS PHONE: 415-937-7763
MAIL ADDRESS:
STREET 1: 394 PACIFIC AVENUE, 2ND FLOOR
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94111
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Jacobson Matthew
CENTRAL INDEX KEY: 0001783518
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40396
FILM NUMBER: 21942007
MAIL ADDRESS:
STREET 1: C/O DATADOG, INC.
STREET 2: 45TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10001
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Makan Divesh
CENTRAL INDEX KEY: 0001688143
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40396
FILM NUMBER: 21942008
MAIL ADDRESS:
STREET 1: C/O ICONIQ CAPITAL
STREET 2: 394 PACIFIC AVENUE, 2ND FLOOR
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94111
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
0001678064
ICONIQ Strategic Partners III, L.P.
C/O ICONIQ CAPITAL,
394 PACIFIC AVENUE, 2ND FLOOR
SAN FRANCISCO
CA
94111
0
0
1
0
0001688143
Makan Divesh
C/O ICONIQ CAPITAL
394 PACIFIC AVENUE, 2ND FLOOR
SAN FRANCISCO
CA
94111
0
0
1
0
0001783518
Jacobson Matthew
C/O ICONIQ CAPITAL
394 PACIFIC AVENUE, 2ND FLOOR
SAN FRANCISCO
CA
94111
0
0
1
0
Common Stock
3165
D
Common Stock
3382
I
By ICONIQ Strategic Partners III-B, L.P.
Common Stock
1725297
I
By ICONIQ Strategic Partners IV, L.P.
Common Stock
2858628
I
By ICONIQ Strategic Partners IV-B, L.P.
Common Stock
10835
I
By ICONIQ Strategic Partners IV Co-Invest, L.P., Series P
Common Stock
16664
I
By ICONIQ Strategic Partners V, L.P.
Common Stock
25671
I
By ICONIQ Strategic Partners V-B, L.P.
Series A Preferred Stock
Common Stock
768295
D
Series A Preferred Stock
Common Stock
820933
I
By ICONIQ Strategic Partners III-B, L.P.
Series A Preferred Stock
Common Stock
347241
I
By ICONIQ Strategic Partners III Co-Invest, L.P., Series P
Series B Preferred Stock
Common Stock
900050
I
By ICONIQ Strategic Partners II, L.P.
Series B Preferred Stock
Common Stock
704557
I
By ICONIQ Strategic Partners II-B, L.P.
Series B Preferred Stock
Common Stock
2210959
D
Series B Preferred Stock
Common Stock
2362440
I
By ICONIQ Strategic Partners III-B, L.P.
Series B Preferred Stock
Common Stock
1634234
I
By ICONIQ Strategic Partners III Co-Invest, L.P., Series P
Series C Preferred Stock
Common Stock
11552
I
By ICONIQ Strategic Partners II, L.P.
Series C Preferred Stock
Common Stock
9043
I
By ICONIQ Strategic Partners II-B, L.P.
Series C Preferred Stock
Common Stock
178343
D
Series C Preferred Stock
Common Stock
190563
I
By ICONIQ Strategic Partners III-B, L.P.
Series C Preferred Stock
Common Stock
61519
I
By ICONIQ Strategic Partners III Co-Invest, L.P., Series P
Series D Preferred Stock
Common Stock
145868
I
By ICONIQ Strategic Partners II, L.P.
Series D Preferred Stock
Common Stock
114186
I
By ICONIQ Strategic Partners II-B, L.P.
Series E Preferred Stock
Common Stock
5624684
I
By ICONIQ Strategic Partners II, L.P.
Series E Preferred Stock
Common Stock
4402992
I
By ICONIQ Strategic Partners II-B, L.P.
Series F Preferred Stock
Common Stock
5583040
I
By ICONIQ Strategic Partners II, L.P.
Series F Preferred Stock
Common Stock
4370392
I
By ICONIQ Strategic Partners II-B, L.P.
Series F Preferred Stock
Common Stock
4769769
I
By ICONIQ Strategic Partners II Co-Invest, L.P., Series P
Series G Preferred Stock
Common Stock
602424
I
By ICONIQ Strategic Partners II, L.P.
Series G Preferred Stock
Common Stock
471577
I
By ICONIQ Strategic Partners II-B, L.P.
Series G Preferred Stock
Common Stock
2076849
D
Series G Preferred Stock
Common Stock
2219142
I
By ICONIQ Strategic Partners III-B, L.P.
Series H-1 Preferred Stock
Common Stock
87716
I
By ICONIQ Strategic Partners IV, L.P.
Series H-1 Preferred Stock
Common Stock
145336
I
By ICONIQ Strategic Partners IV-B, L.P.
Series I Preferred Stock
Common Stock
196810
I
By ICONIQ Strategic Partners IV, L.P.
Series I Preferred Stock
Common Stock
326094
I
By ICONIQ Strategic Partners IV-B, L.P.
Series I Preferred Stock
Common Stock
929608
I
By ICONIQ Strategic Partners IV Co-Invest, L.P., Series P
The shares are held by ICONIQ Strategic Partners III, L.P. ("ICONIQ III").
The shares are held by ICONIQ Strategic Partners III-B, L.P. ("ICONIQ III-B").
The shares are held by ICONIQ Strategic Partners IV, L.P. ("ICONIQ IV").
The shares are held by ICONIQ Strategic Partners IV-B, L.P. ("ICONIQ IV-B").
The shares are held by ICONIQ Strategic Partners IV Co-Invest, L.P., Series P ("ICONIQ IV Co-Invest").
The shares are held by ICONIQ Strategic Partners V, L.P. ("ICONIQ V").
The shares are held by ICONIQ Strategic Partners V-B, L.P. ("ICONIQ V-B").
The shares are held by ICONIQ Strategic Partners III Co-Invest, L.P., Series P ("ICONIQ III Co-Invest").
The shares are held by ICONIQ Strategic Partners II, L.P. ("ICONIQ II").
The shares are held by ICONIQ Strategic Partners II-B, L.P. ("ICONIQ II-B").
The shares are held by ICONIQ Strategic Partners II Co-Invest, L.P., Series P ("ICONIQ II Co-Invest").
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.
(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.
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.
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.
This Form 3 is the third 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.
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
2021-05-19
DIVESH MAKAN /s/ Divesh Makan
2021-05-19
MATTHEW JACOBSON /s/ Matthew Jacobson
2021-05-19