PROCORE TECHNOLOGIES, INC. — Director's Dealing 2021

May 20, 2021

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: PROCORE TECHNOLOGIES, INC. (PCOR)
CIK: 0001611052
Period of Report: 2021-05-19

Reporting Person: Feinstein Brian (Director)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	0	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series A Preferred Stock	$0.00		Common Stock (0)		Indirect
Series B Preferred Stock	$0.00		Common Stock (0)		Indirect
Series C Preferred Stock	$0.00		Common Stock (0)		Indirect
Series D Preferred Stock	$0.00		Common Stock (0)		Indirect
Series E Preferred Stock	$0.00		Common Stock (0)		Indirect
Series F Preferred Stock	$0.00		Common Stock (0)		Indirect
Series H-1 Preferred Stock	$0.00		Common Stock (0)		Indirect
Series I Preferred Stock	$0.00		Common Stock (0)		Indirect

Footnotes

F1: As of the date hereof 1,664 shares are held by Bessemer Venture Partners VIII L.P. ("BVP VIII"), 2,001 shares are held by Bessemer Venture Partners VIII
Institutional L.P. ("BVP VIII Inst"), 586,082 shares are held by Bessemer Venture Partners PR, L.P. ("BVP PR") and 12,722 shares are held by 15
Angels II LLC ("15 Angels", and together with BVP VIII, BVP VIII Inst and BVP PR, the "Funds").

F2: The Reporting Person is a director of Deer X & Co. Ltd. ("Deer X Ltd.") which is the general partner of Deer X & Co. L.P. ("Deer X LP"), which is the general partner of Bessemer Venture Partners PR L.P. ("BVP PR"). Additionally, the Reporting Person has a passive economic interest in the shares held by 15 Angels, BVP VIII and BVP VIII Inst. (BVP VIII Inst. together with 15 Angels and BVP VIII, the "VIII Funds") through an interest in (1) BVP VIII and (2) Deer VIII & Co. L.P. ("Deer VIII L.P."), the general partner of the VIII Funds. The Reporting Person disclaims beneficial ownership of the securities held by BVP PR and the VIII Funds, except to the extent of his pecuniary interest, if any, in such securities by virtue of his interest in Deer X Ltd. and Deer X LP and his indirect interest in the VIII Funds. This report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities.

F3: The Series A Preferred Stock is convertible into Common Stock on a 1:1 basis and has no expiration date. Immediately prior to the completion
of the Issuer's initial public offering, all shares of Series A Preferred Stock will be converted into shares of Common Stock of the Issuer.
As of the date hereof, 176,125 shares held by BVP VIII, 211,816 shares held by BVP VIII Inst and 192,515 shares held by BVP PR.

F4: The Series B Preferred Stock is convertible into Common Stock on a 1:1 basis and has no expiration date. Immediately prior to the completion
of the Issuer's initial public offering, all shares of Series B Preferred Stock will be converted into shares of Common Stock of the Issuer.
As of the date hereof, 81,097 shares held by BVP VIII, 97,530 shares held by BVP VIII Inst and 169,127 shares held by BVP PR.

F5: The Series C Preferred Stock is convertible into Common Stock on a 1:1 basis and has no expiration date. Immediately prior to the completion
of the Issuer's initial public offering, all shares of Series C Preferred Stock will be converted into shares of Common Stock of the Issuer.
As of the date hereof, 60,827 shares held by BVP VIII and 73,153 shares held by BVP VIII Inst.

F6: The Series D Preferred Stock is convertible into Common Stock on a 1:1 basis and has no expiration date. Immediately prior to the completion
of the Issuer's initial public offering, all shares of Series D Preferred Stock will be converted into shares of Common Stock of the Issuer.
As of the date hereof, 5,551,416 shares held by BVP VIII and 6,325,093 shares held by BVP VIII Inst.

F7: The Series E Preferred Stock is convertible into Common Stock on a 1:1 basis and has no expiration date. Immediately prior to the completion
of the Issuer's initial public offering, all shares of Series E Preferred Stock will be converted into shares of Common Stock of the Issuer.
As of the date hereof, 714,403 shares held by BVP VIII and 1,095,022 shares held by BVP VIII Inst.

F8: The Series F Preferred Stock is convertible into Common Stock on a 1:1 basis and has no expiration date. Immediately prior to the completion
of the Issuer's initial public offering, all shares of Series F Preferred Stock will be converted into shares of Common Stock of the Issuer.
As of the date hereof, 349,643 shares held by BVP VIII and 535,924 shares held by BVP VIII Inst.

F9: The Series H-1 Preferred Stock is convertible into Common Stock on a 1:1 basis and has no expiration date. Immediately prior to the
completion of the Issuer's initial public offering, all shares of Series H-1 Preferred Stock will be converted into shares of Common Stock of the Issuer. as of the date hereof, 78,388 shares are held by 15 Angels.

F10: The Series I Preferred Stock is convertible into Common Stock on a 1:1 basis and has no expiration date. Immediately prior to the completion of
the Issuer's initial public offering, all shares of Series I Preferred Stock will be converted into shares of Common Stock of the Issuer. As of the date hereof 119,898 shares held by BVP VIII, 144,195 shares held by BVP VIII Inst and 132,046 shares held by 15 Angels.