X0206 3 2021-05-19 0 0001611052 PROCORE TECHNOLOGIES, INC. PCOR 0001805695 Fleming William Fred Jr 6309 CARPINTERIA AVE CARPINTERIA CA 93013 0 1 0 0 VP, Corporate Controller Common Stock 57131 D Stock Option (Right to Buy) 12.22 2028-06-16 Common Stock 56000 D Stock Option (Right to Buy) 22.63 2029-06-03 Common Stock 10000 D Include 25,416 shares issuable on settlement of restricted stock units ("RSUs"). The shares subject to the RSU will vest upon the satisfaction of both a liquidity-based condition and a service-based condition before the award's expiration date. The liquidity-based condition will be satisfied upon the first to occur of (i) a Change of Control and (ii) the effective date of a registration statement for an initial public offering of the Company's common stock. The service-based vesting condition is satisfied to 1/16th of the shares subject to the RSU on May 20, 2021, and as to 1/16th of the shares on each Company Vesting Date thereafter, subject to continued service through each applicable vesting date. "Company Vesting Date" means each February 20, May 20, August 20, and November 20. Includes 21,754 shares issuable on settlement of RSUs. The shares subject to the RSU will vest upon the satisfaction of both a liquidity-based condition and a service-based condition before the award's expiration date. The liquidity-based condition will be satisfied upon the first to occur of (i) a Change of Control and (ii) the effective date of a registration statement for an initial public offering of the Company's common stock. The service-based vesting condition is satisfied to 1/16th of the shares subject to the RSU on May 20, 2020, and as to 1/16th of the shares on each Company Vesting Date thereafter, subject to continued service through each applicable vesting date. "Company Vesting Date" means each February 20, May 20, August 20, and November 20. Includes 9,961 shares issuable on settlement of RSUs. The shares subject to the RSU will vest upon the satisfaction of both a liquidity-based condition and a service-based condition before the award's expiration date. The liquidity-based condition will be satisfied upon the first to occur of (i) a Change of Control and (ii) the effective date of a registration statement for an initial public offering of the Company's common stock. The service-based vesting condition is satisfied to 1/16th of the shares subject to the RSU on February 20, 2021, and as to 1/16th of the shares on each Company Vesting Date thereafter, subject to continued service through each applicable vesting date. "Company Vesting Date" means each February 20, May 20, August 20, and November 20. Twenty-Five percent of the shares subject to the option vest on March 16, 2019 and 1/48th of the shares subject to the option shall vest monthly thereafter, subject to continued service through each applicable vesting date. The shares subject to the option vest in 48 equal monthly installments beginning on the one month anniversary of 4/16/2019, subject to continued service through each applicable vesting date. /s/ Benjamin C. Singer, Attorney-in-fact 2021-05-19