SEC Comment Letter 0000000000-24-006760 to PROCORE TECHNOLOGIES, INC. (PCOR) (CIK 0001611052) (PCOR)
PROCORE TECHNOLOGIES, INC. (PCOR) (CIK 0001611052)
Date: June 12, 2024 · CIK: 0001611052 · Accession: 0000000000-24-006760
AI Filing Summary & Sentiment
File numbers found in text: 001-40396
Letter
United States securities and exchange commission logo June 12, 2024 Craig F. Courtemanche, Jr. Chief Executive Officer Procore Technologies, Inc. 6309 Carpinteria Avenue Carpinteria, CA 93013 Re:Procore Technologies, Inc. Form 10-K for the Fiscal Year Ended December 31, 2023 Response dated May 29, 2024 File No. 001-40396 Dear Craig F. Courtemanche: We have reviewed your May 29, 2024 response to our comment letter and have the following comment. Please respond to this letter within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe a comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response to this letter, we may have additional comments. Unless we note otherwise, any references to prior comments are to comments in our May 7, 2024 letter. Form 10-K for the Fiscal Year Ended December 31, 2023 Management's Discussion and Analysis of Financial Condition and Results of Operations Non-GAAP Financial Measures, page 58 1.We note your response to prior comment one; however, the adjustments for "employer payroll tax on employee stock transactions" are not consistent with the guidance in Question 100.01 of the non-GAAP C&DIs. In this regard, cash payments related to employee compensation are normal, recurring, cash operating expenses. Please revise to remove this adjustment from each of your non-GAAP measures.
FirstName LastNameCraig F. Courtemanche, Jr. Comapany NameProcore Technologies, Inc. June 12, 2024 Page 2 FirstName LastName Craig F. Courtemanche, Jr. Procore Technologies, Inc. June 12, 2024 Page 2 Please contact Dave Edgar at 202-551-3459 or Christine Dietz at 202-551-3408 if you have questions regarding comments on the financial statements and related matters. Sincerely, Division of Corporation Finance Office of Technology cc: Benjamin Singer
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United States securities and exchange commission logo
June 12, 2024
Craig F. Courtemanche, Jr.
Chief Executive Officer
Procore Technologies, Inc.
6309 Carpinteria Avenue
Carpinteria, CA 93013
Re:Procore Technologies, Inc.
Form 10-K for the Fiscal Year Ended December 31, 2023
Response dated May 29, 2024
File No. 001-40396
Dear Craig F. Courtemanche:
We have reviewed your May 29, 2024 response to our comment letter and have the
following comment.
Please respond to this letter within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe a
comment applies to your facts and circumstances, please tell us why in your response.
After reviewing your response to this letter, we may have additional comments. Unless
we note otherwise, any references to prior comments are to comments in our May 7, 2024 letter.
Form 10-K for the Fiscal Year Ended December 31, 2023
Management's Discussion and Analysis of Financial Condition and Results of Operations
Non-GAAP Financial Measures, page 58
1.We note your response to prior comment one; however, the adjustments for "employer
payroll tax on employee stock transactions" are not consistent with the guidance
in Question 100.01 of the non-GAAP C&DIs. In this regard, cash payments related to
employee compensation are normal, recurring, cash operating expenses. Please revise to
remove this adjustment from each of your non-GAAP measures.
FirstName LastNameCraig F. Courtemanche, Jr.
Comapany NameProcore Technologies, Inc.
June 12, 2024 Page 2
FirstName LastName
Craig F. Courtemanche, Jr.
Procore Technologies, Inc.
June 12, 2024
Page 2
Please contact Dave Edgar at 202-551-3459 or Christine Dietz at 202-551-3408 if you
have questions regarding comments on the financial statements and related matters.
Sincerely,
Division of Corporation Finance
Office of Technology
cc: Benjamin Singer