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STOCKHOLDERS' EQUITY (Tables)
9 Months Ended
Sep. 30, 2025
Share-Based Payment Arrangement [Abstract]  
Summary of Stock Option Activity
The following table summarizes the stock option activity during the nine months ended September 30, 2025:
Number of
Shares
Weighted-
Average
Exercise Price
Outstanding at December 31, 20243,152,158$12.29 
Exercised(561,356)15.57 
Outstanding at September 30, 20252,590,80211.58 
Exercisable at September 30, 20252,590,802$11.58 
Summary of Activity in Connection with RSUs
The following table summarizes the RSU activity during the nine months ended September 30, 2025:
Number of
Shares
Weighted-
Average Grant
Date Fair Value
Outstanding at December 31, 20247,071,443$65.85 
Granted3,762,49168.33 
Vested(2,633,105)64.31 
Canceled/Forfeited(889,210)66.64 
Outstanding at September 30, 20257,311,619$67.58 
Schedule Of Share-Based Payment Award, Equity Instruments Other Than Options, Valuation Assumptions
To determine the fair value of the 2025 CEO Designate PSUs, the Company utilized a Monte Carlo simulation with the following assumptions:
Risk-free interest rate
3.56% to 3.68%
Expected term (in years)
3.0 to 4.0
Estimated dividend yield0.00%
Procore estimated weighted-average volatility49.21%
Summary of Activity in Connection with PSUs
The following table summarizes the PSU activity during the nine months ended September 30, 2025:
Number of
Shares
Weighted-
Average Grant
Date Fair Value
Outstanding at December 31, 2024155,791$67.63 
Granted (1)
545,075103.32 
Vested(28,678)68.96 
Canceled/Forfeited(86,406)64.68 
Outstanding at September 30, 2025585,782$101.21 
(1) This represents awards granted at 100% attainment of the performance conditions.
Schedule of Fair Value of ESPP Purchase Rights on Date of Grant
The fair value of the ESPP purchase rights on the date of grant using the Black-Scholes option pricing model was estimated using the following assumptions during the nine months ended September 30, 2025:
Risk-free interest rate
4.06% to 4.24%
Expected term (in years)
0.5 to 1.0
Estimated dividend yield0.00%
Estimated weighted-average volatility
47.69% to 51.32%
Summary of Total Stock-based Compensation Cost from Stock Options, RSUs, ESPP, RSAs, and Sales of Stock
The Company recorded total stock-based compensation cost from stock options, RSUs, PSUs, and the ESPP as follows (in thousands):
Three Months Ended September 30,Nine Months Ended September 30,
2025202420252024
Cost of revenue$3,196 $2,079 $9,152 $6,015 
Sales and marketing16,544 13,924 48,851 42,408 
Research and development20,960 18,311 60,562 49,657 
General and administrative15,450 13,861 41,441 39,452 
Total stock-based compensation expense$56,150 $48,175 $160,006 $137,532 
Stock-based compensation capitalized for software development and cloud-computing arrangement implementation costs5,399 3,599 14,582 9,553 
Total stock-based compensation cost$61,549 $51,774 $174,588 $147,085