Procore Technologies is an American construction management software as a service company founded in 2002, with headquarters in Carpinteria, California. Procore hosts a platform to connect those involved in the construction industry on a global platform. The software allows for the creation of simplified workflows and displays a consolidated view of construction products that includes the tracking of tasks, management of project workflows, and scheduling.3 Its shares trade on NYSE under the symbol PCOR.1Wikipedia text CC BY-SA 4.0
Procore Technologies is an American construction management software as a service company founded in 2002, with headquarters in Carpinteria, California. Procore hosts a platform to connect those involved in the construction industry on a global platform. The software allows for the creation of simplified workflows and displays a consolidated view of construction products that includes the tracking of tasks, management of project workflows, and scheduling.3
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Revenue91011128$1.3B in 2025+357% since 2019Gross profit91011128$1.1B in 2025+346% since 2019Operating income91011128-$124.3M in 2025+50% since 2019Net income91011128-$100.8M in 2025+21% since 2019
Revenue1314$375.2M in Q2 FY2026+4% since Q1 FY2026Gross profit1314$299.8M in Q2 FY2026+4% since Q1 FY2026Operating income1314$4.3M in Q2 FY2026Net income1314$16.9M in Q2 FY2026
Every line of the income statement as filed: the last 3 fiscal years, latest first.8
Period ending
2025-12-31
2024-12-31
2023-12-31
Revenue
$1.3B
$1.2B
$950.0M
Cost of revenue
$270.8M
$205.6M
$174.5M
Gross profit
$1.1B
$946.1M
$775.5M
Sales and marketing
$580.7M
$552.0M
$494.9M
Research and development
$362.4M
$313.0M
$300.6M
General and administrative
$233.0M
$217.5M
$195.7M
Total operating expenses
$1.2B
$1.1B
$991.2M
Loss from operations
-$124.3M
-$136.4M
-$215.7M
Interest income
$20.9M
$23.7M
$19.8M
Interest expense
-$1.2M
-$1.9M
-$2.0M
Accretion income, net
$8.3M
$13.6M
$9.8M
Other income (expense), net
$2.3M
-$3.1M
-$360.0K
Loss before provision for income taxes
-$94.0M
-$104.2M
-$188.4M
Provision for income taxes
$6.8M
$1.8M
$1.3M
Net loss
-$100.8M
-$106.0M
-$189.7M
Net loss per share attributable to common stockholders, basic (in dollars per share)
-$0.67
-$0.72
-$1.34
Net loss per share attributable to common stockholders, diluted (in dollars per share)
-$0.67
-$0.72
-$1.34
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic (in shares)
150.2M shares
147.4M shares
142.0M shares
Weighted-average shares used in computing net loss per share attributable to common stockholders, diluted (in shares)
150.2M shares
147.4M shares
142.0M shares
Foreign currency translation adjustment, net of tax
$1.4M
-$1.8M
$437.0K
Unrealized income (loss) on available-for-sale debt and marketable securities, net of tax
$45.0K
$425.0K
$504.0K
Total other comprehensive income (loss)
$1.5M
-$1.4M
$941.0K
Comprehensive loss
-$99.3M
-$107.3M
-$188.8M
No quarter-by-quarter statement was filed.
Total assets91011128$2.2B in 2025+173% since 2020Total liabilities91011128$976.8M in 2025+167% since 2020Shareholders’ equity1011128$1.3B in 2025Cash91011128$480.7M in 2025+306% since 2019
Total assets1314$2.2B in Q2 FY2026+0% since Q1 FY2025Total liabilities1314$965.3M in Q2 FY2026−1% since Q1 FY2025Shareholders’ equity1314$1.3B in Q2 FY2026+1% since Q1 FY2025Cash1314$494.4M in Q2 FY2026+3% since Q1 FY2025
Every line of the balance sheet as filed: the last 4 fiscal years (annual) or 4 quarters (quarterly), latest first.8
Period ending
2025-12-31
2024-12-31
2023-12-31
2022-12-31
Cash and cash equivalents
$480.7M
$437.7M
$357.8M
Marketable securities (amortized cost of [in-cell link] and [in-cell link] at [in-cell link] and [in-cell link], respectively)
$287.8M
$337.7M
Accounts receivable, net of allowance for credit losses of [in-cell link] and [in-cell link] at [in-cell link] and [in-cell link], respectively
$287.8M
$246.5M
Contract cost asset, current
$55.4M
$33.9M
Prepaid expenses and other current assets
$55.2M
$44.1M
Total current assets
$1.2B
$1.1B
Marketable securities, non-current (amortized cost of [in-cell link] and [in-cell link] at [in-cell link] and [in-cell link], respectively)
$42.5M
$46.0M
Capitalized software development costs, net
$142.2M
$112.3M
Property and equipment, net
$48.6M
$43.6M
Right of use assets - finance leases
$19.6M
$31.7M
Right of use assets - operating leases
$36.0M
$28.8M
Contract cost asset, non-current
$79.0M
$47.5M
Intangible assets, net
$105.4M
$120.9M
Goodwill
$574.1M
$549.7M
$539.4M
Other assets
$24.8M
$20.9M
Total assets
$2.2B
$2.1B
Accounts payable
$25.2M
$33.1M
Accrued expenses
$130.3M
$88.7M
Deferred revenue, current
$687.1M
$584.7M
Other current liabilities
$42.0M
$21.4M
Total current liabilities
$884.6M
$728.0M
Deferred revenue, non-current
$6.0M
$5.8M
Finance lease liabilities, non-current
$26.6M
$41.4M
Operating lease liabilities, non-current
$45.9M
$32.7M
Other liabilities, non-current
$13.8M
$5.1M
Total liabilities
$976.8M
$813.0M
Preferred stock, $0.0001 par value, 100,000,000 shares authorized at [in-cell link] and [in-cell link]; [in-cell link] shares issued and outstanding at [in-cell link] and [in-cell link].
$0
$0
Common stock, $0.0001 par value, 1,000,000,000 shares authorized at [in-cell link] and [in-cell link] ; [in-cell link] and [in-cell link] shares issued and outstanding at [in-cell link] and [in-cell link], respectively.
$15.0K
$15.0K
Additional paid-in capital
$2.6B
$2.5B
Accumulated other comprehensive loss
-$1.3M
-$2.7M
Accumulated deficit
-$1.3B
-$1.2B
Total stockholders equity
$1.3B
$1.3B
$1.2B
$1.1B
Total liabilities and stockholders equity
$2.2B
$2.1B
Marketable securities, amortized cost, current
$287.3M
$337.3M
Allowance for credit losses
$4.7M
$6.1M
Marketable securities, non-current
$42.5M
$46.0M
Preferred stock, par value (in dollars per share)
$0.00
$0.00
Preferred stock, shares authorized (in shares)
100.0M shares
100.0M shares
Preferred stock, shares issued (in shares)
0 shares
0 shares
Preferred stock, shares outstanding (in shares)
0 shares
0 shares
Common stock, par value (in dollars per share)
$0.00
$0.00
Common stock, shares authorized (in shares)
1.0B shares
1.0B shares
Common stock, shares issued (in shares)
151.7M shares
149.9M shares
Common stock, shares outstanding (in shares)
151.7M shares
149.9M shares
Period ending
2025-12-31
2024-12-31
2023-12-31
2022-12-31
Cash and cash equivalents
$480.7M
$437.7M
$357.8M
Marketable securities (amortized cost of [in-cell link] and [in-cell link] at [in-cell link] and [in-cell link], respectively)
$287.8M
$337.7M
Accounts receivable, net of allowance for credit losses of [in-cell link] and [in-cell link] at [in-cell link] and [in-cell link], respectively
$287.8M
$246.5M
Contract cost asset, current
$55.4M
$33.9M
Prepaid expenses and other current assets
$55.2M
$44.1M
Total current assets
$1.2B
$1.1B
Marketable securities, non-current (amortized cost of [in-cell link] and [in-cell link] at [in-cell link] and [in-cell link], respectively)
$42.5M
$46.0M
Capitalized software development costs, net
$142.2M
$112.3M
Property and equipment, net
$48.6M
$43.6M
Right of use assets - finance leases
$19.6M
$31.7M
Right of use assets - operating leases
$36.0M
$28.8M
Contract cost asset, non-current
$79.0M
$47.5M
Intangible assets, net
$105.4M
$120.9M
Goodwill
$574.1M
$549.7M
$539.4M
Other assets
$24.8M
$20.9M
Total assets
$2.2B
$2.1B
Accounts payable
$25.2M
$33.1M
Accrued expenses
$130.3M
$88.7M
Deferred revenue, current
$687.1M
$584.7M
Other current liabilities
$42.0M
$21.4M
Total current liabilities
$884.6M
$728.0M
Deferred revenue, non-current
$6.0M
$5.8M
Finance lease liabilities, non-current
$26.6M
$41.4M
Operating lease liabilities, non-current
$45.9M
$32.7M
Other liabilities, non-current
$13.8M
$5.1M
Total liabilities
$976.8M
$813.0M
Preferred stock, $0.0001 par value, 100,000,000 shares authorized at [in-cell link] and [in-cell link]; [in-cell link] shares issued and outstanding at [in-cell link] and [in-cell link].
$0
$0
Common stock, $0.0001 par value, 1,000,000,000 shares authorized at [in-cell link] and [in-cell link] ; [in-cell link] and [in-cell link] shares issued and outstanding at [in-cell link] and [in-cell link], respectively.
$15.0K
$15.0K
Additional paid-in capital
$2.6B
$2.5B
Accumulated other comprehensive loss
-$1.3M
-$2.7M
Accumulated deficit
-$1.3B
-$1.2B
Total stockholders equity
$1.3B
$1.3B
$1.2B
$1.1B
Total liabilities and stockholders equity
$2.2B
$2.1B
Marketable securities, amortized cost, current
$287.3M
$337.3M
Allowance for credit losses
$4.7M
$6.1M
Marketable securities, non-current
$42.5M
$46.0M
Preferred stock, par value (in dollars per share)
$0.00
$0.00
Preferred stock, shares authorized (in shares)
100.0M shares
100.0M shares
Preferred stock, shares issued (in shares)
0 shares
0 shares
Preferred stock, shares outstanding (in shares)
0 shares
0 shares
Common stock, par value (in dollars per share)
$0.00
$0.00
Common stock, shares authorized (in shares)
1.0B shares
1.0B shares
Common stock, shares issued (in shares)
151.7M shares
149.9M shares
Common stock, shares outstanding (in shares)
151.7M shares
149.9M shares
Cash from operations91011128$300.3M in 2025Capital spending91011128$18.1M in 2025+39% since 2019Free cash flow91011128$282.2M in 2025Share buybacks8$128.8M in 2025
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
Every line of the cash flow as filed: the last 3 fiscal years, latest first.8
Period ending
2025-12-31
2024-12-31
2023-12-31
Net loss
-$100.8M
-$106.0M
-$189.7M
Stock-based compensation
$238.4M
$186.9M
$174.8M
Depreciation and amortization
$110.6M
$89.8M
$71.6M
Accretion of discounts on marketable debt securities, net
-$7.9M
-$12.8M
-$9.8M
Abandonment of long-lived assets
$3.5M
$1.4M
$1.5M
Noncash operating lease expense
$5.8M
$11.1M
$13.1M
Unrealized foreign currency (gain) loss, net
-$1.9M
$2.3M
-$524.0K
Deferred income taxes
-$6.8M
-$881.0K
-$769.0K
(Benefit from) provision for credit losses
-$514.0K
$591.0K
$8.1M
(Increase) decrease in fair value of strategic investments
-$124.0K
-$454.0K
$287.0K
Accounts receivable
-$39.8M
-$39.5M
-$57.5M
Deferred contract cost assets
-$52.0M
-$9.0M
-$9.3M
Prepaid expenses and other assets
-$5.7M
-$3.3M
-$6.4M
Accounts payable
-$8.2M
$19.7M
-$938.0K
Accrued expenses and other liabilities
$64.4M
-$15.5M
$4.8M
Deferred revenue
$100.1M
$79.1M
$106.6M
Operating lease liabilities
$1.0M
-$7.3M
-$13.8M
Net cash provided by operating activities
$300.3M
$196.2M
$92.0M
Purchases of property and equipment
-$18.1M
-$19.1M
-$10.3M
Capitalized software development costs
-$65.7M
-$49.5M
-$34.7M
Purchases of strategic investments
-$2.2M
-$2.4M
-$764.0K
Purchases of marketable securities
-$351.5M
-$491.5M
-$402.4M
Maturities of marketable securities
$409.2M
$440.5M
$372.2M
Sales of marketable securities
$2.7M
$0
$5.5M
Originations of materials financing
$0
$0
-$24.0M
Customer repayments of materials financing
$0
$1.6M
$26.2M
Acquisition of businesses, net of cash acquired
-$41.5M
-$25.9M
$0
Asset acquisitions, net of cash acquired
-$3.5M
-$3.8M
-$7.8M
Net cash used in investing activities
-$70.5M
-$150.1M
-$76.1M
Proceeds from stock option exercises
$11.8M
$15.7M
$17.6M
Proceeds from employee stock purchase plan
$26.3M
$24.1M
$25.4M
Repurchases of common stock
-$128.8M
$0
$0
Payment of tax withholding for net share settlement
-$94.1M
$0
$0
Payment of deferred business combination consideration
$0
-$1.5M
$0
Payment of deferred asset acquisition consideration
-$1.4M
-$81.0K
$0
Principal payments under finance lease agreements, net of proceeds from lease incentives
-$1.6M
-$2.0M
-$1.9M
Net increase in funds held for customers
$9.0M
$0
$0
Net cash (used in) provided by financing activities
-$178.9M
$36.2M
$41.2M
Net increase in cash, cash equivalents and restricted cash
$50.9M
$82.3M
$57.1M
Effect of exchange rate changes on cash
$1.7M
-$2.4M
$855.0K
Cash paid for interest other than finance leases
$39.0K
$25.0K
$4.0K
Stock-based compensation capitalized for cloud-computing arrangement costs
$233.0K
$104.0K
$296.0K
Cash received for lease incentives
$10.5M
$2.6M
$789.0K
Operating cash flows from finance leases
$1.1M
$1.9M
$2.0M
Operating cash flows from operating leases
$12.1M
$11.9M
$16.0M
Financing cash flows from finance leases
$1.6M
$2.2M
$2.1M
Purchases of property and equipment included in accounts payable and accrued expenses at year end
$2.6M
$1.6M
$754.0K
Capitalized software development costs included in accounts payable and accrued expenses at year end
$3.0M
$3.8M
$1.9M
Deferred asset acquisition payment included in other current liabilities and other non-current liabilities at year end
$600.0K
$1.4M
$1.4M
Stock-based compensation capitalized for software development
$19.4M
$13.2M
$9.4M
Conversion of available-for-sale debt securities into equity securities
$0
$350.0K
$0
Right of use assets obtained in exchange for financing lease liabilities
-$10.3M
$0
$0
Right of use assets obtained in exchange for operating lease liabilities
$13.0M
-$3.9M
$15.4M
Noncash net change due to operating lease remeasurement
Procore sits at the top of its group. 24 entities, 11 countries on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of Procore
AllianceBernsteinFiled SCHEDULE 13G/A on Procore, latest Aug 14, 2026 (2 filings since May 18, 2026)
VANGUARD GROUP INCFiled SCHEDULE 13G/A on Procore, latest Mar 27, 2026 (4 filings since Feb 13, 2024)
Datagrid AI, Inc. Subsidiary · Delaware, United States
Esticom, Inc. Subsidiary · Delaware, United States
Express Lien, Inc. d/b/a Levelset, Inc. Subsidiary · Delaware, United States
Flypaper Technologies, LLC Subsidiary · Delaware, United States
Intelliwave Technologies Inc. Subsidiary · Canada
LaborChart, Inc. Subsidiary · Delaware, United States
Level Supply, LLC Subsidiary · Delaware, United States
Novorender AS Subsidiary · Norway
Procore Insurance Services, Inc. Subsidiary · Delaware, United States
Procore International, Inc. Subsidiary · Delaware, United States
Procore Payment Services Holding, LLC Subsidiary · Delaware, United States
Procore Payment Services, Inc. Subsidiary · Delaware, United States
Procore Technologies Canada Inc. Subsidiary · Canada
Procore Technologies Construction Private Limited Subsidiary · India
Procore Technologies Costa Rica Limitada Subsidiary · Costa Rica
Procore Technologies France SAS Subsidiary · France
Procore Technologies FZ-LLC Subsidiary · United Arab Emirates
Procore Technologies GmbH Subsidiary · Germany
Procore Technologies Mexico, S. de R.L. de C.V. Subsidiary · Mexico
Procore UK Ltd Subsidiary · United Kingdom
Toric Software Canada Limited Subsidiary · Canada
Unearth Technologies Inc. Subsidiary · Delaware, United States
Zlabs Software Co., L.L.C. Subsidiary · Egypt
Built from subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What Procore reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Our corporate headquarters are located in Carpinteria, California, where we lease approximately 97,000 square feet of office space pursuant to operating and finance leases that expire between September 2026 and March 2027, with options to renew through March 2037. In addition, we maintain additional offices in the U.S. in Austin, Texas; Tampa, Florida; New Orleans, Louisiana; and internationally in Sydney, Australia; Edmonton, Canada; Toronto, Canada; Heredia, Costa Rica; Cairo, Egypt; London, England; Bangalore, India; Pune, India; Dublin, Ireland; and Dubai, UAE. We believe our facilities are adequate and suitable for our current needs and that, should it be needed, suitable additional or alternative space will be available to accommodate our business operations.
Founder and CEO Craig "Tooey" Courtemanche started his career as a carpenter and served as a real estate developer, before starting a tech company in Silicon Valley. When building his home in Santa Barbara, Tooey realized that he could apply his technology background in the field of construction. The app he built served to better manage the construction process. Founded in 2002, the company was originally headquartered in Carpinteria, California. Steve Zahm, founder of the e-learning company DigitalThink, joined Procore as president in 2004.
Procore's revenue in 2012 was $4.8 million. In 2020, it was $400 million. The estimated revenue for 2024 is $1 billion.
The company initially filed to go public in 2019, with plans to launch the IPO in 2020, but delayed the offering due to the coronavirus pandemic. Procore stock began trading under stock ticker PCOR on May 20, 2021 at $67 per share. The initial public offering raised $634.5 million. Following the IPO, the company was valued at nearly $11 billion. As of May 2021, the company has over 10,000 customers, and over 2 million users of its products in more than 150 countries.
Procore's main campus is on a 9-acre oceanfront property in Carpinteria, California. As of 2023, Procore had ten offices around the globe, including those in North America, Asia and Europe. The company has around 4,000 employees.
Procore provides end-to-end construction management software for owners, general contractors, and specialty contractors. It has a unified platform with solutions for various phases of work—including preconstruction, project management, workforce management, and financial management—as well as analytics. Procore also connects to third-party integrations through its App Marketplace.
Procore uses AI in its platform. Two of the ways Procore is using AI are through Procore Copilot and Agents. Copilot is a generative AI tool that allows users to retrieve information from and summarize project documents. Procore Agents streamlines processes such as managing RFIs, scheduling, and submittals to automate tasks and reduce manual data entry. These AI tools support workflows across the full project lifecycle.
The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.
Acquisitions
In 2014, Bessemer Venture Partners led a $15 million investment round. In 2015, the company raised an additional $30 million in a round led by Bessemer and Iconiq Capital. In 2015, the Wall Street Journal reported the company to be worth "$500 million post-money." In 2016, the company raised $50 million in a round led by Iconiq, reaching a $1 billion valuation. In 2018, the company raised an additional $75 million, and in 2020, it raised over $150 million. In total, the company raised nearly $500 million from 2007 through its IPO in 2021.
In July 2019, Procore acquired US project management software group Honest Buildings. In October 2020, it acquired US estimating software provider Esticom. Procore acquired construction artificial intelligence companies Avata Intelligence in 2020, and INDUS.AI in 2021.
Feb 13, 2025Reported quarterly or annual results57
Oct 30, 2024Reported quarterly or annual results58
Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar
Filings
769 filings to the SEC since October 2021: 5 annual reports, 15 quarterly reports, 45 major events, 468 insider forms, 25 large holders, 1 private raises, 210 other. The latest 20:
397 open-market trades by officers, directors and large owners since October 2021: 10 buys and 387 sales. Grants, option exercises and gifts are left out.
What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.
Where the company's money came from, by calendar year: private offerings filed with the SEC,
federal grants, loans, contracts and other assistance from USAspending.gov, and PPP loans from the SBA.
Each bar links to the records below.
Private offerings the company reported to the SEC on Form D. The amount is what the latest filing says was sold so far, charted in the year of the first sale. Covers filings since Oct 1, 2021.
Nov 2, 2021Raised $75 million in a private offering of equity40Form D: 64 investors so farForm D
Held by these funds
The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 100. Change is in shares since the quarter before.
From the cover page of the 10-K filed Feb 24, 2026 (Section 12(b) of the Exchange Act).15
Risk factors and legal proceedings
The risks Procore names in Item 1A of its 10-K filed Feb 24, 2026: 41 risks under these headings, as written.15
Risks Related to Our Business and Industry
We have experienced rapid growth in prior periods, and such growth may not be indicative of our future performance. If we fail to properly manage future growth, our business, financial condition, results of operations, and prospects could be materially adversely affected.
We have a history of losses and may not be able to achieve or sustain profitability in the future.
Our business has been, and may continue to be, significantly impacted by changes in the economy, in spending across the construction industry, and in the size and growth of our addressable market.
The construction management software industry is evolving rapidly and may not develop in ways we expect. If we fail to respond adequately to changes in the industry, our business, financial condition, results of operations, and prospects could be materially adversely affected.
Our business depends on a strong brand, and if we are not able to maintain and enhance our brand, our ability to retain and expand our customer base, attract investors, and recruit and retain qualified personnel may be impaired, and our business, financial conditions, results of operations, and prospects could be materially adversely affected.
Our ability to increase our customer base, expand existing customers’ use of our platform, and achieve broader market acceptance of our products, services, and platform will significantly depend on our ability to develop and expand our sales and marketing capabilities. Any failure to do so could materially adversely affect our business, financial condition, results of operations, and prospects.
Our failure to successfully incorporate AI into our products, services, and platform, as well as our business operations, or our failure to comply with laws, regulations, contractual obligations, or other requirements that now or in the future could apply to our use of AI, could materially adversely affect our business, financial condition, results of operations, and prospects.
Because we recognize revenue from subscriptions to access our products over the term of the subscription, downturns or upturns in new business will not be immediately reflected in our results of operations.
We are continuing to expand our operations outside the U.S., where we may be subject to increased business, regulatory, and economic risks (including fluctuations in currency exchange rates) that could materially adversely affect our business, financial condition, results of operations, and prospects.
We operate in a competitive market, and we must continue to compete effectively.
Interruptions or performance issues associated with or otherwise impacting our products, services, and platform, including the interoperability of our platform across devices, operating systems, and third-party applications, could materially adversely affect our business, financial condition, results of operations, and prospects.
The other 30 risks
We rely on third-party data centers, such as Amazon Web Services (“AWS”), to host and operate our platform, and any disruption of or interference with these resources may negatively affect our ability to maintain the performance and reliability of our platform, which could cause our business to suffer.
Sales to governmental entities, customers reliant on government funding, and other government contractors are subject to a number of additional challenges and risks.
Risks Related to Our Employees and Culture
If we lose key management personnel or if we are unable to retain or hire qualified personnel, we may not be able to achieve our strategic objectives and our business, financial condition, results of operations, and prospects could be materially adversely affected.
If we cannot maintain our company culture as we grow, we could lose the innovation, teamwork, passion, and focus on execution that we believe contribute to our success.
Risks Related to Our Regulatory and Legal Environment
If our IT systems or data, or those of third parties with which we work, are or were compromised, we could experience adverse consequences resulting from such compromise, including regulatory investigations or actions, litigation, fines and penalties, disruptions of our business operations, reputational harm, loss of revenue or profits, loss of customers or sales, and other adverse consequences, any of which could materially adversely affect our business, financial condition, results of operations, and prospects.
We may become involved in litigation and other disputes that could materially adversely affect our business, financial condition, results of operations, and prospects.
Increased government scrutiny of the technology industry generally or our operations specifically could negatively affect our business.
We are subject to governmental export and import controls that could impair our ability to compete in international markets and subject us to liability if we are not in compliance with applicable laws.
Certain of our services subject us to complex and evolving laws and regulations regarding the unauthorized practice of law (“UPL”).
Our Procore Pay payment solution is subject to a number of laws and regulations applicable to payment solutions, and our failure to comply with such laws and regulations could interfere with the success of Procore Pay.
Risks Related to Our Intellectual Property
Our failure to protect our intellectual property rights and proprietary information could diminish our brand and other intangible assets and otherwise materially adversely affect our business, financial condition, results of operations, and prospects.
We license technology from third parties and our inability to maintain those licenses could materially adversely affect our business, financial condition, results of operations, and prospects.
Our use of third-party open source software could negatively affect our ability to sell subscriptions to access our products and platform and subject us to possible litigation.
Our customers’ and other users’ violations of our policies or other misuse of our platform to transmit unauthorized, offensive, or illegal messages, spam, phishing scams, and website links to harmful applications or for other fraudulent or illegal activity could damage our reputation, and we may face a risk of litigation and liability for illegal activities on our platform and unauthorized, inaccurate, or fraudulent information distributed via our platform.
Risks Related to Our Acquisitions
We may be unsuccessful in making, integrating, and maintaining acquisitions, joint ventures, and strategic investments, which could materially adversely affect our business, financial condition, results of operations, and prospects.
Risks Related to Tax Matters
We could be required to collect additional sales and use, value added, goods and services, business, gross receipts, and other indirect tax liabilities in various jurisdictions, which could materially adversely affect our business, financial condition, results of operations, and prospects.
Our corporate structure and intercompany arrangements cause us to be subject to the tax laws of various jurisdictions, and we could be obligated to pay additional taxes, which could materially adversely affect our business, financial condition, results of operations, and prospects.
Our business could be materially adversely affected by changes to tax laws.
Our ability to use our net operating loss carryforwards (“NOL carryforwards”) and certain other tax attributes may be limited.
Risks Related to Capital Requirements, Our Marketable Securities Portfolio, and Liquidity
We may need to raise additional capital to grow our business, and such capital may not be available on terms acceptable to us, or at all, which could reduce our ability to compete and could materially adversely affect our business, financial condition, results of operations, and prospects.
Our marketable securities portfolio is subject to credit, liquidity, market, and interest rate risks that could cause its value to decline significantly and materially adversely affect our business, financial condition, results of operations, and prospects.
General Risks Related to Our Business and Investing in Our Common Stock
If we fail to maintain an effective system of disclosure controls and internal control over our financial reporting, including our acquired companies, our ability to produce timely and accurate financial statements or comply with applicable regulations could be impaired and our business, financial condition, results of operations, and prospects could be materially adversely affected.
Our business could be disrupted by macroeconomic factors, geopolitical events, or catastrophic occurrences.
We cannot guarantee that our stock repurchase program will enhance stockholder value, and any stock repurchases we make could increase the volatility of our common stock and diminish the cash reserves we have available to fund working capital and other projects, and any failure to repurchase our common stock after we have announced our intention to do so may negatively affect the price of our common stock.
The market price of our common stock may be volatile, and you could lose all or part of your investment.
If we experience excessive fraudulent activity or cannot meet evolving credit card association merchant standards, we could incur substantial costs and lose the right to accept credit cards for payment, which could cause our customer base to decline significantly and could materially adversely affect our business, financial condition, results of operations, and prospects.
Concentration of ownership of our common stock among our officers, directors, and principal stockholders may prevent new and other existing investors from influencing significant corporate decisions, including mergers, consolidations, or the sale of us or all or substantially all of our assets.
Certain provisions in our organizational documents and under Delaware law could make an acquisition of our company more difficult, limit attempts by our stockholders to replace or remove members of our Board or current management, and adversely affect our stock price.
Our amended and restated certificate of incorporation designates the Court of Chancery of the State of Delaware and, to the extent enforceable, the federal district courts of the U.S., as the exclusive forums for certain disputes between us and our stockholders, which could limit our stockholders’ ability to choose the judicial forum for disputes with us or our directors, officers, or employees.
Legal proceedings
From time to time, we may become involved in legal proceedings arising in the ordinary course of business. We are not presently a party to any legal proceedings that, if determined adversely to us, would individually or taken together reasonably be expected to have a material adverse effect on our business, results of operations, financial condition, or cash flow.
