false000161105200016110522024-02-152024-02-15

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
___________________________________________________
FORM 8-K
___________________________________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 15, 2024
___________________________________________________
Procore Technologies, Inc.
(Exact name of Registrant as Specified in Its Charter)
___________________________________________________
Delaware001-4039673-1636261
(State or Other Jurisdiction
of Incorporation)		(Commission File Number)(IRS Employer
Identification No.)
6309 Carpinteria Avenue Carpinteria, CA
93013
(Address of Principal Executive Offices)(Zip Code)
Registrant’s Telephone Number, Including Area Code: (866) 477-6267
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
___________________________________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading
Symbol(s)		Name of each exchange on which registered
Common stock, $0.0001 par valuePCORThe New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 2.02 Results of Operations and Financial Condition.
On February 15, 2024, Procore Technologies, Inc. (the “Company”) issued a press release announcing its results for the fiscal quarter and year ended December 31, 2023. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.
The information in each item of this Current Report on Form 8-K and the exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
The exhibit listed below is being furnished with this Current Report on Form 8-K.
Exhibit
Number		Description
99.1
104Cover Page Interactive Data File (embedded within the Inline XBRL document)
______________________________


SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Procore Technologies, Inc.
Date: February 15, 2024
By:/s/ Benjamin C. Singer
Benjamin C. Singer
Chief Legal Officer and Corporate Secretary


Exhibit 99.1
Procore Announces Fourth Quarter and Full Year 2023 Financial Results
CARPINTERIA, CA – February 15, 2024 -- Procore Technologies, Inc. (NYSE: PCOR), the leading global provider of construction management software, today announced financial results for the fourth quarter and full year ended December 31, 2023.
“2023 was a year of milestones at Procore as we surpassed $1B in total annual recurring revenue, reaffirmed our status as one of the best places to work in technology, and delivered numerous innovations on the platform,” said Tooey Courtemanche, Founder and CEO of Procore. “Our continued evolution leaves me optimistic about our ability to achieve our vision of improving the lives of everyone in construction.”

“Procore remains committed to continuously improving how we operate across all aspects of the business," said Howard Fu, CFO of Procore. "This resulted in significant margin improvement in 2023, setting a strong foundation for our next phase of efficient growth.”
Fourth Quarter 2023 Financial Highlights:
•Revenue was $260 million, an increase of 29% year-over-year.
•GAAP gross margin was 82% and non-GAAP gross margin was 85%.
•GAAP operating margin was (14%) and non-GAAP operating margin was 7%.
•Operating cash inflow for the fourth quarter was $41 million.
•Free cash inflow for the fourth quarter was $29 million.
Full Year 2023 Financial Highlights:
•Revenue was $950 million, an increase of 32% year-over-year.
•GAAP gross margin was 82% and non-GAAP gross margin was 85%.
•GAAP operating margin was (23%) and non-GAAP operating margin was 2%.
•Operating cash inflow for 2023 was $92 million.
•Free cash inflow for 2023 was $47 million.
The financial results included in this press release are preliminary and will not be final until Procore files its Annual Report on Form 10-K for the period. A reconciliation of GAAP to non-GAAP financial measures has been provided in the tables included in this press release. An explanation of these measures is also included below under the heading “Non-GAAP Financial Measures.”
Recent Business Highlights:
•Number of organic customers contributing more than $100,000 of annual recurring revenue totaled 2,008 as of December 31, 2023, an increase of 27% year-over-year.
•Number of organic customers contributing more than $1,000,000 of annual recurring revenue totaled 62 as of December 31, 2023, an increase of 32% year-over-year.
•Added 300 net new organic customers in the fourth quarter, ending with a total of 16,367 organic customers.
•Achieved a gross revenue retention rate of 95% for 2023.
•Achieved a net revenue retention rate of 114% for 2023.
•As of December 31, 2023, 74% of total annual recurring revenue was generated from customers using four or more products.
•As of December 31, 2023, 45% of total annual recurring revenue was generated from customers using six or more products.
•Ended 2023 with 3,694 full-time employees, an increase of 4% year-over-year.
•Ranked #5 on Glassdoor’s 100 Best Places to Work in 2024.
Leadership Updates:
Procore announces the appointment of Larry Stack as Chief Revenue Officer. In this role, Stack will lead Procore’s Global Sales and Customer Success organizations and will be responsible for Procore’s revenue growth strategy. He will report to Procore Founder, President and CEO Tooey Courtemanche.


First Quarter and Full Year 2024 Outlook:
Procore is providing the following guidance for the first quarter and full year 2024:
•First Quarter 2024 Outlook:
◦Revenue is expected to be in the range of $262 million to $264 million, representing year-over-year growth of 23% to 24%.
◦Non-GAAP operating margin is expected to be in the range of 7% to 8%.
•Full Year 2024 Outlook:
◦Revenue is expected to be in the range of $1,137 million to $1,142 million, representing year-over-year growth of 20%.
◦Non-GAAP operating margin is expected to be in the range of 7% to 8%.

A reconciliation of non-GAAP guidance measures to corresponding GAAP measures is not available on a forward-looking basis without unreasonable effort due to the uncertainty of expenses that may be incurred in the future and cannot be reasonably determined or predicted at this time, although it is important to note that these factors could be material to Procore’s future GAAP financial results.
Quarterly Conference Call
Procore Technologies, Inc. will hold a conference call to discuss its fourth quarter and full year results at 2:00 p.m., Pacific Time, on Thursday, February 15, 2024. A live audio webcast will be accessible on Procore's investor relations website at http://investors.procore.com.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, about Procore and its industry that involve substantial risks and uncertainties. All statements in this press release, other than statements of historical fact, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements generally relate to future events or future financial or operating performance, and may be identified by the use of words such as “anticipate,” “believe,” “contemplate,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” or “would,” or the negative of these words, or other similar terms or expressions that concern Procore’s expectations, strategy, plans, or intentions.
Procore has based the forward-looking statements contained in this press release primarily on its current expectations and projections about future events and trends that Procore believes may affect its business, financial condition, and operating results. The outcome of the events described in these forward-looking statements is subject to risks, uncertainties, and other factors that could cause results to differ materially from Procore’s current expectations, including, but not limited to, our expectations regarding our financial performance (including revenues, expenses, and margins, and our ability to achieve or maintain future profitability), our ability to effectively manage our growth, anticipated performance, trends, growth rates, and challenges in our business and in the market in which we operate or anticipate entering into, economic and industry trends (in particular, the rate of adoption of construction management software and digitization of the construction industry, inflation, and challenging geopolitical conditions), our ability to attract new customers and retain and increase sales to existing customers, our ability to expand internationally, the effects of increased competition in our markets and our ability to compete effectively, our estimated total addressable market, and as set forth in Procore’s filings with the Securities and Exchange Commission. You should not place undue reliance on Procore’s forward-looking statements. Procore assumes no obligation to update any forward-looking statements to reflect events or circumstances that exist or change after the date on which they were made, except as required by law.
Non-GAAP Financial Measures
Procore believes that the use of certain non-GAAP financial measures as described below, when taken collectively, is helpful to investors because it provides consistency and comparability with past financial performance, and may assist in comparisons with other companies, some of which use similar non-GAAP financial information to supplement their GAAP results. These non-GAAP financial measures are not prepared in accordance with U.S. generally accepted accounting principles, or GAAP.


Non-GAAP Gross Profit, Non-GAAP Gross Margin, Non-GAAP Operating Expenses, Non-GAAP Income (Loss) from Operations, Non-GAAP Operating Margin, Non-GAAP Net Income (Loss), and Non-GAAP Net Income (Loss) per Share: Procore defines these non-GAAP financial measures as the respective GAAP measures, excluding stock-based compensation expense, amortization of acquired intangible assets, employer payroll tax related to employee stock transactions, acquisition-related expenses, and the income tax effect of non-GAAP items. Non-GAAP gross margin is the ratio calculated by dividing non-GAAP gross profit by total revenue. Non-GAAP operating margin is the ratio calculated by dividing non-GAAP income (loss) from operations by total revenue. Basic earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding for the period. Non-GAAP diluted earnings per share is computed by giving effect to all potential weighted average dilutive common stock equivalents outstanding for the period, including options to purchase common stock, restricted stock units, and shares to be issued pursuant to the employee stock purchase plan. The dilutive effect of outstanding awards is reflected in non-GAAP diluted earnings per share by application of the treasury stock method.
Stock-based compensation expense includes the net effects of capitalization and amortization of stock-based compensation expense related to capitalized software and cloud-computing arrangement implementation costs. Stock-based compensation expense has been, and will continue to be for the foreseeable future, a significant recurring expense in our business and an important part of the compensation provided to our employees. Because of varying available valuation methodologies, subjective assumptions, and the variety of equity instruments that can impact a company’s non-cash expenses, we believe that providing non-GAAP financial measures that exclude stock-based compensation expense allows for meaningful comparisons between its operating results from period to period. The expense related to amortization of acquired intangible assets is dependent upon estimates and assumptions, which can vary significantly and are unique to each asset acquired; therefore, Procore believes non-GAAP measures that adjust for the amortization of acquired intangible assets provide investors a consistent basis for comparison across accounting periods. The amount of employer payroll tax-related items on employee stock transactions is dependent on restricted stock unit settlements, option exercises, related stock price, and other factors that are beyond Procore’s control and that do not correlate to the operation of the business. When evaluating the performance of its business and making operating plans, Procore does not consider these items (for example, when considering the impact of equity award grants, the company places a greater emphasis on overall stockholder dilution than the accounting charges associated with such grants). Additionally, acquisition-related expenses, such as transaction costs and retention payments, are expenses that are not necessarily reflective of operational performance during a period. Procore believes that the exclusion of acquisition-related expenses provides for a useful comparison of our operating results to prior periods and to its peer companies, which commonly exclude these expenses. Income tax expense relates to the change of valuation allowance as a result of acquisition-related deferred tax liabilities recorded related to available sources of income to realize our deferred tax assets. We exclude the income tax effect associated with certain of our non-GAAP financial measures because we believe that excluding this provides meaningful supplemental information regarding our operational performance. Overall, Procore believes it is useful to exclude these expenses in order to better understand the long-term performance of its core business and to facilitate comparison of its results period-over-period and to those of peer companies. All of these non-GAAP financial measures are important tools for financial and operational decision-making and for evaluating Procore's own operating results over different periods of time.
Non-GAAP financial measures may not provide information that is directly comparable to information provided by other companies in Procore's industry, as other companies in the industry may calculate non-GAAP financial measures differently. In addition, there are limitations in using non-GAAP financial measures because non-GAAP financial measures are not prepared in accordance with GAAP, may be different from non-GAAP financial measures used by other companies, and exclude expenses that may have a material impact on Procore's reported financial results. Further, stock-based compensation expense has been, and will continue to be for the foreseeable future, a significant recurring expense in Procore's business and an important part of the compensation provided to its employees. The presentation of non-GAAP financial information is not meant to be considered in isolation or as a substitute for the directly comparable financial measures prepared in accordance with GAAP. Investors should review the reconciliation of non-GAAP financial measures to the comparable GAAP financial measures included below, and not rely on any single financial measure to evaluate Procore's business.



Free Cash Flow: Procore defines free cash flow as net cash provided by (used in) operating activities, less purchases of property and equipment and capitalized software development costs. Procore believes free cash flow is an important liquidity measure of the cash (if any) that is available, after our operating activities and capital expenditures. Procore uses free cash flow in conjunction with traditional GAAP measures to assess its liquidity and evaluate the effectiveness of its business strategies. Once Procore’s business needs and obligations are met, cash can be used to maintain a strong balance sheet and invest in future growth.
Other Metrics
Customer Count: The aforementioned customer count excludes customers acquired from Levelset and Esticom that do not have standard Procore annual contracts.
About Procore
Procore Technologies, Inc. (NYSE: PCOR) creates software for people who build the world. With a focus on providing timely and accurate data for all, Procore transforms the construction industry one project at a time - from hospitals and skyscrapers to airports and stadiums. Beyond its connected, innovative technology, Procore empowers the industry and its communities through Procore.org. For more information, visit www.procore.com.
Media Contact
press@procore.com
Investor Contact
ir@procore.com

Procore Technologies, Inc.
Condensed Consolidated Statements of Operations (unaudited)

Three Months Ended
December 31,		Year Ended
December 31,
2023202220232022
(in thousands, except share and per share amounts)
Revenue$260,041 $202,053 $950,010 $720,203 
Cost of revenue(1)(2)(3)
47,831 40,570 174,462 148,416 
Gross profit212,210 161,483 775,548 571,787 
Operating expenses
Sales and marketing(1)(2)(3)(4)
122,511 118,170 494,908 424,976 
Research and development(1)(2)(3)(4)
74,611 75,413 300,571 270,982 
General and administrative(1)(3)(4)
52,422 43,102 195,746 166,283 
Total operating expenses249,544 236,685 991,225 862,241 
Loss from operations(37,334)(75,202)(215,677)(290,454)
Interest income5,167 3,152 19,779 5,826 
Interest expense(480)(499)(1,957)(2,135)
Accretion income, net3,179 1,369 9,794 2,035 
Other income (expense), net649 (247)(360)(1,737)
Loss before provision for (benefit from) income taxes(28,819)(71,427)(188,421)(286,465)
Provision for (benefit from) income taxes700 (243)1,273 466 
Net loss$(29,519)$(71,184)$(189,694)$(286,931)
Net loss per share attributable to common stockholders, basic and diluted$(0.20)$(0.51)$(1.34)$(2.10)
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted144,074,303138,415,280141,961,467136,525,728




(1)Includes stock-based compensation expense and amortization of capitalized stock-based compensation as follows:
Three Months Ended
December 31,		Year Ended
December 31,
2023202220232022
(in thousands)
Cost of revenue$3,134 $1,914 $11,491 $7,253 
Sales and marketing13,198 15,046 55,162 53,397 
Research and development15,874 19,352 68,275 63,262 
General and administrative11,769 10,693 44,406 38,974 
Total stock-based compensation expense*$43,975 $47,005 $179,334 $162,886 

*Includes amortization of capitalized stock-based compensation of $1.4 million and $4.5 million, respectively, for the three and twelve months ended December 31, 2023 which was initially capitalized as capitalized software and cloud-computing arrangement implementation costs.
(2)Includes amortization of acquired intangible assets as follows:
Three Months Ended
December 31,		Year Ended
December 31,
2023202220232022
(in thousands)
Cost of revenue$5,904 $5,493 $22,396 $22,428 
Sales and marketing3,106 3,107 12,425 12,425 
Research and development670 854 2,757 3,528 
Total amortization of acquired intangible assets$9,680 $9,454 $37,578 $38,381 
(3)Includes employer payroll tax on employee stock transactions as follows:
Three Months Ended
December 31,		Year Ended
December 31,
2023202220232022
(in thousands)
Cost of revenue$101 $60 $540 $308 
Sales and marketing383 348 2,766 1,955 
Research and development332 286 3,217 2,474 
General and administrative274 171 1,910 1,202 
Total employer payroll tax on employee stock transactions$1,090 $865 $8,433 $5,939 
(4)Includes acquisition-related expenses as follows:
Three Months Ended
December 31,		Year Ended
December 31,
2023202220232022
(in thousands)
Sales and marketing$481 $655 $2,483 $1,725 
Research and development46 1,679 6,370 5,549 
General and administrative16 6 35 2,128 
Total acquisition-related expenses$543 $2,340 $8,888 $9,402 

Procore Technologies, Inc.
Condensed Consolidated Balance Sheets (unaudited)

December 31,
20232022
(in thousands)
Assets
Current assets
Cash and cash equivalents$357,790 $296,712 
Marketable securities320,161 285,493 
Accounts receivable, net206,644 148,683 
Contract cost asset, current28,718 23,600 
Prepaid expenses and other current assets42,421 44,731 
Total current assets955,734 799,219 
Capitalized software development costs, net83,045 58,577 
Property and equipment, net36,258 39,193 
Right of use assets - finance leases34,375 37,026 
Right of use assets - operating leases44,141 41,934 
Contract cost asset, non-current44,564 40,477 
Intangible assets, net137,546 162,953 
Goodwill539,354 539,128 
Other assets18,551 21,903 
Total assets$1,893,568 $1,740,410 
Liabilities and Stockholders’ Equity
Current liabilities
Accounts payable$13,177 $14,282 
Accrued expenses100,075 99,182 
Deferred revenue, current501,903 396,535 
Other current liabilities27,275 21,639 
Total current liabilities642,430 531,638 
Deferred revenue, non-current7,692 5,278 
Finance lease liabilities, non-current43,581 45,578 
Operating lease liabilities, non-current37,923 38,087 
Other liabilities, non-current6,332 3,049 
Total liabilities737,958 623,630 
Stockholders’ equity
Common stock15 14 
Additional paid-in capital2,295,807 2,068,225 
Accumulated other comprehensive loss(1,375)(2,316)
Accumulated deficit(1,138,837)(949,143)
Total stockholders’ equity1,155,610 1,116,780 
Total liabilities and stockholders’ equity$1,893,568 $1,740,410 


Remaining performance obligation:
The following table presents our current and non-current remaining performance obligations at the end of each period:

December 31,Change
20232022DollarPercent
(dollars in thousands)
Remaining performance obligations
Current$698,284 $561,200 $137,084 24 %
Non-current302,215 236,300 65,915 28 %
Total remaining performance obligations$1,000,499 $797,500 $202,999 25 %

Procore Technologies, Inc.
Condensed Consolidated Statements of Cash Flows (unaudited)
Three Months Ended
December 31,		Year Ended
December 31,
2023202220232022
(in thousands)
Operating activities
Net loss$(29,519)$(71,184)$(189,694)$(286,931)
Adjustments to reconcile net loss to net cash provided by operating activities
Stock-based compensation42,601 47,005 174,835 162,886 
Depreciation and amortization19,690 16,586 71,633 63,039 
Accretion of discounts on marketable debt securities, net(3,175)(1,359)(9,790)(2,009)
Abandonment of long-lived assets676 280 1,488 1,344 
Noncash operating lease expense5,160 2,611 13,092 10,170 
Unrealized foreign currency gain, net(1,263)(1,232)(524)(351)
Deferred income taxes(776)67 (769)(283)
Provision for credit losses1,170 1,247 8,052 2,584 
Decrease in fair value of strategic investments132 519 287 483 
Changes in operating assets and liabilities, net of effect of asset acquisitions and business combinations
Accounts receivable(60,636)(42,196)(57,492)(35,817)
Deferred contract cost assets(4,207)(9,385)(9,306)(21,974)
Prepaid expenses and other assets(4,490)4,456 (6,368)(3,754)
Accounts payable(3,196)(1,682)(938)459 
Accrued expenses and other liabilities6,734 11,559 4,759 34,623 
Deferred revenue77,510 67,180 106,590 97,029 
Operating lease liabilities(5,668)(1,780)(13,840)(8,890)
Net cash provided by operating activities40,743 22,692 92,015 12,608 
Investing activities
Purchases of property and equipment(2,252)(2,112)(10,325)(15,782)
Capitalized software development costs(9,498)(8,865)(34,685)(33,648)
Purchases of strategic investments(238)(306)(764)(3,959)
Purchases of marketable securities(93,142)(76,128)(402,424)(369,206)
Maturities of marketable securities84,620 85,632 372,240 85,632 
Sales of marketable securities— — 5,452 — 
Originations of materials financing(387)(6,739)(23,972)(23,489)
Customer repayments of materials financing5,189 6,688 26,242 18,685 
Asset acquisitions, net of cash acquired(1,814)— (7,825)— 
Settlement of post-close working capital adjustments from business combinations— — — 1,291 
Net cash used in investing activities$(17,522)$(1,830)$(76,061)$(340,476)

Procore Technologies, Inc.
Condensed Consolidated Statements of Cash Flows (unaudited)
Three Months Ended
December 31,		Year Ended
December 31,
2023202220232022
(in thousands)
Financing activities
Proceeds from stock option exercises$2,524 $3,019 $17,618 $22,364 
Proceeds from employee stock purchase plan12,394 10,620 25,400 22,133 
Payments of deferred offering costs— — — (270)
Payments of deferred business acquisition consideration— (3,870)— (3,870)
Principal payments under finance lease agreements, net of proceeds from lease incentives(403)(375)(1,853)(1,705)
Net cash provided by financing activities14,515 9,394 41,165 38,652 
Net increase (decrease) in cash, cash equivalents and restricted cash37,736 30,256 57,119 (289,216)
Effect of exchange rate changes on cash1,736 1,834 855 (180)
Cash, cash equivalents and restricted cash, beginning of period318,318 267,726 299,816 589,212 
Cash, cash equivalents and restricted cash, end of period$357,790 $299,816 $357,790 $299,816 

Procore Technologies, Inc.
Reconciliation of GAAP to Non-GAAP Financial Measures (unaudited)

Reconciliation of gross profit and gross margin to non-GAAP gross profit and non-GAAP gross margin:
Three Months Ended
December 31,		Year Ended
December 31,
2023202220232022
(dollars in thousands)
Revenue$260,041$202,053$950,010$720,203
Gross profit212,210161,483775,548571,787
Stock-based compensation expense3,1341,91411,4917,253
Amortization of acquired technology intangible assets5,9045,49322,39622,428
Employer payroll tax on employee stock transactions10160540308
Non-GAAP gross profit$221,349$168,950$809,975$601,776
Gross margin82 %80 %82 %79 %
Non-GAAP gross margin85 %84 %85 %84 %


Reconciliation of operating expenses to non-GAAP operating expenses:
Three Months Ended
December 31,		Year Ended
December 31,
2023202220232022
(dollars in thousands)
Revenue$260,041$202,053$950,010$720,203
GAAP sales and marketing122,511118,170494,908424,976
Stock-based compensation expense(13,198)(15,046)(55,162)(53,397)
Amortization of acquired intangible assets(3,106)(3,107)(12,425)(12,425)
Employer payroll tax on employee stock transactions(383)(348)(2,766)(1,955)
Acquisition-related expenses(481)(655)(2,483)(1,725)
Non-GAAP sales and marketing$105,343$99,014$422,072$355,474
GAAP sales and marketing as a percentage of revenue47 %58 %52 %59 %
Non-GAAP sales and marketing as a percentage of revenue41 %49 %44 %49 %
GAAP research and development$74,611$75,413$300,571$270,982
Stock-based compensation expense(15,874)(19,352)(68,275)(63,262)
Amortization of acquired intangible assets(670)(854)(2,757)(3,528)
Employer payroll tax on employee stock transactions(332)(286)(3,217)(2,474)
Acquisition-related expenses(46)(1,679)(6,370)(5,549)
Non-GAAP research and development$57,689$53,242$219,952$196,169
GAAP research and development as a percentage of revenue29 %37 %32 %38 %
Non-GAAP research and development as a percentage of revenue22 %26 %23 %27 %
GAAP general and administrative$52,422$43,102$195,746$166,283
Stock-based compensation expense(11,769)(10,693)(44,406)(38,974)
Employer payroll tax on employee stock transactions(274)(171)(1,910)(1,202)
Acquisition-related expenses(16)(6)(35)(2,128)
Non-GAAP general and administrative$40,363$32,232$149,395$123,979
GAAP general and administrative as a percentage of revenue20 %21 %21 %23 %
Non-GAAP general and administrative as a percentage of revenue16 %16 %16 %17 %


Reconciliation of loss from operations and operating margin to non-GAAP income (loss) from operations and non-GAAP operating margin:
Three Months Ended
December 31,		Year Ended
December 31,
2023202220232022
(dollars in thousands)
Revenue$260,041$202,053$950,010$720,203
Loss from operations(37,334)(75,202)(215,677)(290,454)
Stock-based compensation expense43,97547,005179,334162,886
Amortization of acquired intangible assets9,6809,45437,57838,381
Employer payroll tax on employee stock transactions1,0908658,4335,939
Acquisition-related expenses5432,3408,8889,402
Non-GAAP income (loss) from operations$17,954$(15,538)$18,556$(73,846)
Operating margin(14 %)(37 %)(23 %)(40 %)
Non-GAAP operating margin7 %(8 %)2 %(10 %)
Reconciliation of net loss and net loss per share to non-GAAP net income (loss) and non-GAAP net income (loss) per share:
Three Months Ended
December 31,		Year Ended
December 31,
2023202220232022
(in thousands, except share and per share amounts)
Revenue$260,041 $202,053 $950,010 $720,203 
Net loss(29,519)(71,184)(189,694)(286,931)
Stock-based compensation expense43,975 47,005 179,334 162,886 
Amortization of acquired intangible assets9,680 9,454 37,578 38,381 
Employer payroll tax on employee stock transactions1,090 865 8,433 5,939 
Acquisition-related expenses543 2,340 8,888 9,402 
Income tax effect of non-GAAP items— — — 62 
Non-GAAP net income (loss)$25,769 $(11,520)$44,539 $(70,261)
Numerator:
Non-GAAP net income (loss)$25,769 $(11,520)$44,539 $(70,261)
Denominator:
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic144,074,303138,415,280141,961,467136,525,728
Effect of dilutive securities: Employee stock awards5,329,311—6,591,783—
Weighted-average shares used in computing net income per share attributable to common stockholders, diluted149,403,614138,415,280148,553,250136,525,728
GAAP net loss per share, basic$(0.20)$(0.51)$(1.34)$(2.10)
GAAP net loss per share, diluted$(0.20)$(0.51)$(1.34)$(2.10)
Non-GAAP net income (loss) per share, basic$0.18 $(0.08)$0.31 $(0.51)
Non-GAAP net income (loss) per share, diluted$0.17 $(0.08)$0.30 $(0.51)


Computation of free cash flow:
Three Months Ended
December 31,		Year Ended
December 31,
2023202220232022
(in thousands)
Net cash provided by operating activities$40,743 $22,692 $92,015 $12,608 
Purchases of property, plant, and equipment(2,252)(2,112)(10,325)(15,782)
Capitalized software development costs(9,498)(8,865)(34,685)(33,648)
Non-GAAP free cash flow$28,993 $11,715 $47,005 $(36,822)

v3.24.0.1
Cover
Feb. 15, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date Feb. 15, 2024
Entity Registrant Name Procore Technologies, Inc.
Entity Incorporation, State or Country Code DE
Entity File Number 001-40396
Entity Tax Identification Number 73-1636261
Entity Address, Address Line One 6309 Carpinteria Avenue
Entity Address, City or Town Carpinteria
Entity Address, State or Province CA
Entity Address, Postal Zip Code 93013
City Area Code (866)
Local Phone Number 477-6267
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common stock, $0.0001 par value
Trading Symbol PCOR
Security Exchange Name NYSE
Entity Emerging Growth Company false
Amendment Flag false
Entity Central Index Key 0001611052
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