Iconiq Strategic Partners II, L.P.'s Form 4 filing
Procore Technologies, Inc. (PCOR) · filed Feb 21, 2025
- Accession no.
- 0000950170-25-024905
- Filed
- Feb 21, 2025, 4:31 PM ET
- Trade date
- Feb 19-20, 2025
- Filing delay
- 2 days
- Rule 10b5-1 plan
- Not checked
This filing lists 9 non-derivative transactions. Open-market sales total $110.5K. It was filed 2 days after the trade.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Iconiq Strategic Partners II, L.P.CIK 0001619710 | 10% Owner |
| ICONIQ Strategic Partners III, L.P.CIK 0001678064 | 10% Owner |
| ICONIQ Strategic Partners III-B, L.P.CIK 0001678109 | 10% Owner |
| Iconiq Strategic Partners III Co-Invest L.P. Series PCIK 0001711898 | 10% Owner |
| ICONIQ Strategic Partners III GP, L.P.CIK 0001766963 | 10% Owner |
| ICONIQ Strategic Partners III TT GP, Ltd.CIK 0001788796 | 10% Owner |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Feb 19, 2025 | Common Stock | JOtherDisposed | −571,466 | –F1 | – | 0 | Direct | Duplicate filing |
| Feb 19, 2025 | Common Stock | JOtherDisposed | −447,346 | –F6 | – | 0 | Indirect | Duplicate filing |
| Feb 19, 2025 | Common Stock | JOtherDisposed | −301,058 | –F8 | – | 1,274 | Indirect | Duplicate filing |
| Feb 19, 2025 | Common Stock | SSaleDisposed | −1,074 | $87.40 | −$93,867.6 | 200 | Indirect | Duplicate filing |
| Feb 19, 2025 | Common Stock | JOtherDisposed | −163,836 | –F10 | – | 91,009 | Indirect | Duplicate filing |
| Feb 19, 2025 | Common Stock | JOtherDisposed | −162,696 | –F12 | – | 5,074,915 | Indirect | Duplicate filing |
| Feb 19, 2025 | Common Stock | JOtherDisposed | −173,843 | –F14 | – | 5,422,617 | Indirect | Duplicate filing |
| Feb 19, 2025 | Common Stock | JOtherDisposed | −63,461 | –F16 | – | 1,979,533 | Indirect | Duplicate filing |
| Feb 20, 2025 | Common Stock | SSaleDisposed | −200 | $82.93 | −$16,586 | 0 | Indirect | Duplicate filing |
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F1
On February 19, 2025, ICONIQ Strategic Partners II, L.P. ("ICONIQ II") distributed, for no consideration, in the aggregate 571,466 shares of the Issuer's Common Stock (the "ICONIQ II Shares") to its limited partners and to ICONIQ Strategic Partners II GP, L.P. ("ICONIQ II GP"), representing each such partner's pro rata interest in such ICONIQ II Shares. On the same date, ICONIQ II GP distributed, for no consideration, the ICONIQ II Shares it received in the distribution by ICONIQ II to its partners (excluding 45,399 ICONIQ II Shares to be distributed on a later date), representing each such partner's pro rata interest in such ICONIQ II Shares. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and 16a-9 of the Securities Exchange Act of 1934, as amended (the "Exchange Act").
Referenced by the price of 1 transaction in Table I.
- F6
On February 19, 2025, ICONIQ II-B distributed, for no consideration, in the aggregate 447,346 shares of the Issuer's Common Stock (the "ICONIQ II-B Shares") to its limited partners and to ICONIQ II GP, representing each such partner's pro rata interest in such ICONIQ II-B Shares. On the same date, ICONIQ II GP distributed, for no consideration, the ICONIQ II-B Shares it received in the distribution by ICONIQ II-B to its partners (excluding 31,498 ICONIQ II-B Shares to be distributed at a later date), representing each such partner's pro rata interest in such ICONIQ II Shares. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and 16a-9 of the Exchange Act.
Referenced by the price of 1 transaction in Table I.
- F8
On February 19, 2025, ICONIQ II Co-Invest distributed, for no consideration, in the aggregate 301,058 shares of the Issuer's Common Stock (the "ICONIQ II Co-Invest Shares") to its limited partners and to ICONIQ II GP, representing each such partner's pro rata interest in such ICONIQ II Co-Invest Shares. On the same date, ICONIQ II GP distributed, for no consideration, the ICONIQ II Co-Invest Shares it received in the distribution by ICONIQ II Co-Invest to its partners (excluding 14,112 ICONIQ II Co-Invest Shares to be distributed at a later date), representing each such partner's pro rata interest in such ICONIQ II Co-Invest Shares. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and 16a-9 of the Exchange Act.
Referenced by the price of 1 transaction in Table I.
- F10
On February 19, 2025, ICONIQ II GP distributed, for no consideration, in the aggregate 163,836 shares of the Issuer's Common Stock received in prior distributions (the "ICONIQ II GP Shares") to certain of its partners, representing each such partner's pro rata interest in such ICONIQ II GP Shares. All of the aforementioned distributions made in accordance with the exemptions afforded by Rules 16a-13 and 16a-9 of the Exchange Act.
Referenced by the price of 1 transaction in Table I.
- F12
On February 19, 2025, ICONIQ III distributed, for no consideration, in the aggregate 162,696 shares of the Issuer's Common Stock (the "ICONIQ III Shares") to its limited partners and to ICONIQ III GP, representing each such partner's pro rata interest in such ICONIQ III Shares. On the same date, ICONIQ III GP distributed, for no consideration, the ICONIQ III Shares it received in the distribution by ICONIQ III to its partners (excluding 11,406 ICONIQ III Shares to be distributed on a later date), representing each such partner's pro rata interest in such ICONIQ III Shares. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and 16a-9 of the Exchange Act.
Referenced by the price of 1 transaction in Table I.
- F14
On February 19, 2025, ICONIQ III-B distributed, for no consideration, in the aggregate 173,843 shares of the Issuer's Common Stock (the "ICONIQ III-B Shares") to its limited partners and to ICONIQ III GP, representing each such partner's pro rata interest in such ICONIQ III-B Shares. On the same date, ICONIQ III GP distributed, for no consideration, the ICONIQ III-B Shares it received in the distribution by ICONIQ III-B to its partners (excluding 10,715 ICONIQ III-B Shares to be distributed at a later date), representing each such partner's pro rata interest in such ICONIQ III Shares. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and 16a-9 of the Exchange Act.
Referenced by the price of 1 transaction in Table I.
- F16
On February 19, 2025, ICONIQ III Co-Invest distributed, for no consideration, in the aggregate 63,461 shares of the Issuer's Common Stock (the "ICONIQ III Co-Invest Shares") to its limited partners and to ICONIQ III GP, representing each such partner's pro rata interest in such ICONIQ III Co-Invest Shares. On the same date, ICONIQ III GP distributed, for no consideration, the ICONIQ III Co-Invest Shares it received in the distribution by ICONIQ III Co-Invest to its partners (excluding 189 ICONIQ III Co-Invest Shares to be distributed at a later date), representing each such partner's pro rata interest in such ICONIQ III Co-Invest Shares. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and 16a-9 of the Exchange Act.
Referenced by the price of 1 transaction in Table I.
Remarks
Form 2 of 2: Due to the limitations of the SEC's electronic filing system, this Form 4 is being split into two filings to account for the number of Reporting Persons. Each Form 4 will be filed by Designated Filer ICONIQ Strategic Partners II, L.P. In addition, William J.G. Griffith is separately filing a Form 4 reporting beneficial ownership of the securities reported herein.