Procore CEO transition effective Nov 10; Courtemanche receives $3M PSU, $500K bonus

PROCORE TECHNOLOGIES, INC.

Craig Courtemanche resigned as President and CEO effective Nov 10, 2025, as part of planned CEO transition.
Dr. Ajei Gopal becomes CEO on Nov 10; Courtemanche remains Board Chair.
Compensation Committee approved $500K cash bonus (payable Jan 2026) and full healthcare premiums for 12 months.
Courtemanche granted performance-based RSUs with target value $3M, vesting based on supporting Gopal through Nov 10, 2026.
Courtemanche remains eligible for non-prorated FY25 bonus; prior equity awards continue vesting while serving as Board member.

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