1 unchanged sentence
Market Information for Common Stock
−Removed: Our common stock is listed and traded on the New York Stock Exchange under the symbol “PCOR”.
+Added: Our common stock is listed and traded on the NYSE under the symbol “PCOR”.
Dividend Policy
1 unchanged sentence
We currently intend to retain all available funds and future earnings, if any, to fund the development and expansion of our business, and we do not anticipate paying any cash dividends in the foreseeable future.
−Removed: Any future determination regarding the declaration and payment of dividends, if any, will be at the discretion of our board of directors and will depend on then-existing conditions, including our financial condition, operating results, contractual restrictions, capital requirements, business prospects, and other factors our board of directors may deem relevant.
−Removed: In addition, our ability to pay dividends is also restricted by the terms of our Credit Facility and may be restricted by any agreements we may enter into in the future.
+Added: Any future determination regarding the declaration and payment of dividends, if any, will be at the discretion of our Board and will depend on then-existing conditions, including our financial condition, operating results, contractual restrictions, capital requirements, business prospects, and other factors our Board may deem relevant.
+Added: In addition, our ability to pay dividends may be restricted by agreements we may enter into in the future.
Holders of Record
2 unchanged sentences
Stock Performance Graph
−Removed: This performance graph shall not be deemed “filed” with the SEC for purposes of Section 18 of the Exchange Act or incorporated by reference into any of our filings under the Securities Act.
+Added: This performance graph shall not be deemed “soliciting material” or “filed” with the SEC or subject to Regulation 14A or 14C under the Exchange Act or for purposes of Section 18 of the Exchange Act or incorporated by reference into any of our filings under the Securities Act.
The graph below compares the cumulative total stockholder return on our common stock with the cumulative total return on the S&P 500 Index and the NASDAQ Computer Index.
3 unchanged sentences
Unregistered Sales of Equity Securities
−Removed: From January 1, 2021 to May 20, 2021 (the date of the filing of our registration statement on Form S-8, File No.
−Removed: 333-256312), we issued to certain directors, officers, employees and consultants an aggregate of 1,945,415 shares of our common stock upon the exercise of options under the 2014 Equity Incentive Plan at exercise prices ranging from $0.15 to $30.34 per share.
−Removed: From January 1, 2021 to May 20, 2021 (the date of the filing of our registration statement on Form S-8, File No.
−Removed: 333-256312), we granted to certain directors, officers, employees and consultants an aggregate of 2,540,901 restricted stock units (“RSUs”) under the 2014 Equity Incentive Plan.
−Removed: None of the foregoing transactions involved any underwriters, underwriting discounts or commissions, or any public offering.
−Removed: Unless otherwise stated, the sales of the above securities were deemed to be exempt from registration under the Securities Act in reliance on Section 4(a)(2) of the Securities Act (and Regulation D or Regulation S promulgated thereunder) or Rule 701 promulgated under Section 39b) of the Securities Act as transactions by an issuer not involving any public offering or pursuant to benefit plans and contracts relating to compensation as provided under Rule 701.
−Removed: The recipients of the securities in each of these transactions represented their intentions to acquire the securities for investment only and not with a view to or for sale in connection with any distribution thereof, and appropriate legends were placed on the share certificates issued in these transactions.
−Removed: All recipients had adequate access, through their relationships with us, to information about us.
−Removed: The sales of these securities were made without any general solicitation or advertising.
Use of Proceeds
On May 24, 2021, we completed our IPO, in which we sold 10,410,000 shares of our common stock at a price to the public of $67.00 per share, including 940,000 shares sold in connection with the full exercise of the underwriters’ option to purchase additional shares.
−Removed: The offer and sale of all of the shares in the IPO were registered under the Securities Act pursuant to a registration statement on Form S-1 (File No.
+Added: The offer and sale of all of the shares in our IPO were registered under the Securities Act pursuant to a registration statement on Form S-1 (File No.
333-236789), which was declared effective by the SEC on May 19, 2021.
−Removed: There has been no material change in the planned use of proceeds from the IPO as described in our Final Prospectus dated May 19, 2021 and filed with the SEC pursuant to Rule 424(b) under the Securities Act of 1933, as amended, on May 21, 2021.
+Added: There has been no material change in the planned use of proceeds from our IPO as described in our Final Prospectus dated May 19, 2021 and filed with the SEC pursuant to Rule 424(b) under the Securities Act on May 21, 2021.
Issuer Purchases of Equity Securities
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.