United States securities and exchange commission logo





                            April 5, 2023

       Craig F. Courtemanche, Jr.
       President and CEO
       Procore Technologies, Inc.
       6309 Carpinteria Avenue
       Carpinteria, CA 93013

                                                        Re: Procore
Technologies, Inc.
                                                            Form 10-K for the
Year Ended December 31, 2022
                                                            Filed March 1, 2023
                                                            File No. 001-40396

       Dear Craig F. Courtemanche, Jr.:

              We have limited our review of your filing to the financial
statements and related
       disclosures and have the following comments. In some of our comments, we
may ask you to
       provide us with information so we may better understand your disclosure.

              Please respond to these comments within ten business days by
providing the requested
       information or advise us as soon as possible when you will respond. If
you do not believe our
       comments apply to your facts and circumstances, please tell us why in
your response.

                                                        After reviewing your
response to these comments, we may have additional comments.

       Form 10-K for the Year Ended December 31, 2022

       Management's Discussion and Analysis of Financial Condition and Results
of Operations
       Certain Factors Affecting Our Performance, page 42

   1.                                                   You state that
acquiring new customers and retaining and expanding existing customers'
                                                        use of your platform is
a factor affecting your performance. We note you have provided
                                                        measures to support new
customers (i.e., customer account) and customer retention (i.e.,
                                                        gross retention rate).
Please tell us what measure you use to monitor expansion of
                                                        existing customers and
specifically address your consideration to include a quantified
                                                        discussion of retention
rate. In this regard, we note you provided such measure in your
                                                        recent initial public
offering as well as in your 2022 Investor Day presentation.
 Craig F. Courtemanche, Jr.
FirstName   LastNameCraig
Procore Technologies, Inc. F. Courtemanche, Jr.
Comapany
April       NameProcore Technologies, Inc.
       5, 2023
April 25, 2023 Page 2
Page
FirstName LastName
Results of Operations
Comparison of the Years Ended December 31, 2022 and 2021, page 48

2.       You state that the increase in revenue during fiscal 2022 was
primarily due to expansion
         within your existing customers and revenue from new customers added
during the year.
         Please revise to provide the percentage of dollar amount of the
revenue increase
         attributable to each of new and existing customers. Also, refrain from
using terms such as
         "primarily" in lieu of providing a more specific quantitative
disclosure. Refer to Item
         303(b) of Regulation S-K.
       In closing, we remind you that the company and its management are
responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review,
comments, action or
absence of action by the staff.

      You may contact Chen Chen, Staff Accountant, at 202-551-7351 or Kathleen
Collins,
Accounting Branch Chief, at 202-551-3499 with any questions.



                                                              Sincerely,

                                                              Division of
Corporation Finance
                                                              Office of
Technology
cc:      Benjamin Singer