PROCORE TECHNOLOGIES, INC.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

Filed by the Registrant

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Filed by a Party other than the Registrant

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Check the appropriate box:

PROCORE TECHNOLOGIES, INC.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

Payment of Filing Fee (Check all boxes that apply):

Dear Fellow Stockholders:

Construction is more than just structures—it’s the foundation of our communities and the backbone of our daily lives. From the homes where we gather with loved ones to the infrastructure that keeps our world moving, construction connects us all.

While construction has always played a vital role in society, the industry is now navigating a period of rapid transformation. Demand is rising to meet the needs of a growing global population, projects are becoming more complex, and costs continue to climb. In response, the industry is embracing new ways to build—and we are proud to be developing the technology they trust to make this possible.

At Procore, we believe the best way to meet these challenges is by building together. Our platform is designed to connect owners, general contractors, and specialty contractors—empowering teams to build more efficiently, reduce risk, and eliminate rework. By fostering better collaboration, we’re helping to improve outcomes for people, businesses, and the planet.

I started Procore 23 years ago, with a mission to connect everyone in construction on a global platform. Today, over two million construction professionals rely on Procore to do what they do best: build the world around us. I’m proud of the progress we’ve made, and it’s clear we’re just getting started. I’ve never been more excited about the future of construction. And now, thanks to the truly connected nature of our platform, we have the unique opportunity to harness the power of emerging technologies like artificial intelligence. The opportunity to apply AI to the vast amounts of data our users generate presents an unprecedented chance to deliver even greater efficiency, predictability, profitability, and potential for our customers.

Just as construction thrives through collaboration, we know that building strong partnerships with our stockholders is equally important. This year, we deepened those relationships by engaging once again with many of our largest stockholders to gain insights into their thoughts about our corporate governance practices. By maintaining open lines of communication and actively seeking their feedback, we aim to better understand the expectations of our stockholders. This collaborative approach underscores our dedication to building a resilient and forward-thinking company, and we remain committed to continuing this dialogue and working together to create long-term stockholder value.

With that, I’m pleased to invite you to our 2025 Annual Meeting of Stockholders. I encourage you to make your voice heard by voting on the proposals that will be presented at the meeting. Your vote is important. Whether or not you plan to attend the meeting, please vote as soon as possible in advance of the meeting. Voting by proxy will guarantee that your shares are represented at the meeting, whether or not you choose to attend.

Thank you for being part of our journey and for your continued support of Procore. Together, we are building a stronger, smarter, and more connected future—and I couldn’t be more excited about what lies ahead.

Craig “Tooey” F. Courtemanche, Jr.

Founder, President, Chief Executive Officer, and Chair of the Board of Directors

Notice of

Annual Meeting

of Stockholders

Annual Meeting of Stockholders

To attend the 2025 annual meeting of stockholders (the “Annual Meeting”) of Procore Technologies, Inc., a Delaware corporation (“Procore,” “us,” or “our”), you will need the control number that appears on your Notice of Internet Availability of Proxy Materials (the “Notice”), your proxy card, or the voting instructions that accompanied your proxy materials. The Notice is being mailed to stockholders on or about April 24, 2025.

Our Board of Directors has fixed the close of business on April 11, 2025, as the record date (the “Record Date”) for the Annual Meeting. Only stockholders of record at the close of business on the Record Date are entitled to notice of, and to vote at, the Annual Meeting.

Items of Business

The Annual Meeting will be held for the following purposes, which are more fully described in the accompanying proxy materials:

Adjournments and Postponements

Any action on the items of business described above may be considered at the Annual Meeting at the time and on the date specified above, or at any time and date on which the Annual Meeting may be properly reconvened after being adjourned or postponed.

Meeting Admission

The Annual Meeting will be completely virtual and conducted via live webcast. There will not be a physical meeting location. The virtual-only meeting format allows us to leverage technology to provide a consistent experience to all stockholders regardless of location, to reduce the environmental impact of our meeting, and to facilitate stockholder participation. If you wish to attend the Annual Meeting, you must register in advance using the control number included in the Notice, your proxy card, or the voting instructions that accompanied your proxy materials. Stockholders of record may register for the Annual Meeting by visitingwww.proxydocs.com/PCOR. After you successfully register, you will receive a confirmation email and an email approximately one hour prior to the start of the Annual Meeting to the email address you provided during registration with a unique link to the virtual meeting. Stockholders who hold their shares through a brokerage firm, bank, or other nominee (i.e., in “street name”) should follow the registration instructions provided by their brokerage firm, bank, or other nominee.

You are entitled to notice of and to vote during the Annual Meeting only if you were a Procore stockholder as of the close of business on the Record Date. If you hold your shares in “street name,” you should contact your brokerage firm, bank, or other nominee to obtain your legal proxy if you wish to vote during the Annual Meeting. If you do not comply with the procedures outlined above, you will not be permitted access to the Annual Meeting.

The Notice contains instructions on how to access our proxy materials, which include the proxy statement for the Annual Meeting and our Annual Report on Form 10-K for the fiscal year ended December 31, 2024 (our “2024 Form 10-K”). The Notice will provide instructions on how to vote online or by telephone and includes instructions on how to request a paper copy of the proxy materials by mail or email.

The Annual Meeting will begin promptly on the meeting date set forth above at 9:00 a.m., Pacific Time. The only matters that will be addressed at the Annual Meeting will be the items of business on the agenda included in this proxy statement.

Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting to be Held on Thursday, June 5, 2025: The Notice, proxy statement for the Annual Meeting, and our 2024 Form 10-K are available atwww.proxydocs.com/PCOR.

By Order of the Board of Directors,

Chief Legal Officer and Corporate Secretary

Your vote is important. Whether or not you plan to attend the Annual Meeting, please ensure that your shares are voted at the Annual Meeting by signing and promptly returning a proxy card or by using our Internet or telephonic voting system in advance of the Annual Meeting. If your shares are held on your behalf by a brokerage firm, bank, or other nominee (i.e., in “street name”), please read the voting instructions provided to you by your brokerage firm, bank, or other nominee to see which voting options are available to you. Even if you have voted by proxy, you may still vote online if you attend the Annual Meeting. If your shares are held in street name and you wish to vote online during the Annual Meeting, you must obtain a legal proxy issued in your name from your brokerage firm, bank, or other nominee.

Procore Technologies, Inc.

PROXY STATEMENT FOR 2025 ANNUAL MEETING OF STOCKHOLDERS