Rajeev K. Goel - Jan 1, 2025 Form 4 Insider Report for PubMatic, Inc. (PUBM)

Signature
/s/ Andrew Woods, Attorney-in-Fact
Stock symbol
PUBM
Transactions as of
Jan 1, 2025
Transactions value $
-$264,007
Form type
4
Date filed
1/3/2025, 04:25 PM
Previous filing
Dec 4, 2024
Next filing
Jan 8, 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PUBM Class A Common Stock Options Exercise $0 +48.7K $0.00 48.7K Jan 1, 2025 Direct
transaction PUBM Class A Common Stock Sale -$264K -17.8K -36.54% $14.84 30.9K Jan 2, 2025 Direct F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction PUBM Restricted Stock Unit Options Exercise $0 -11.2K -20% $0.00 44.9K Jan 1, 2025 Class A Common Stock 11.2K $0.00 Direct F3, F4, F5
transaction PUBM Restricted Stock Unit Options Exercise $0 -23K -11.11% $0.00 184K Jan 1, 2025 Class A Common Stock 23K $0.00 Direct F3, F5, F6
transaction PUBM Restricted Stock Unit Options Exercise $0 -14.4K -7.69% $0.00 173K Jan 1, 2025 Class A Common Stock 14.4K $0.00 Direct F3, F5, F7
holding PUBM Class B Common Stock 581K Jan 1, 2025 Class A Common Stock 581K See footnote F8, F9
holding PUBM Class B Common Stock 400K Jan 1, 2025 Class A Common Stock 400K See footnote F8, F10
holding PUBM Class B Common Stock 68.6K Jan 1, 2025 Class A Common Stock 68.6K See footnote F8, F11
holding PUBM Class B Common Stock 309K Jan 1, 2025 Class A Common Stock 309K See footnote F8, F12
holding PUBM Class B Common Stock 309K Jan 1, 2025 Class A Common Stock 309K See footnote F8, F12
holding PUBM Class B Common Stock 484K Jan 1, 2025 Class A Common Stock 484K See footnote F8, F13
holding PUBM Class B Common Stock 211K Jan 1, 2025 Class A Common Stock 211K Direct F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The sales reported in this line item represent shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of restricted stock units ("RSUs"). The sales were to satisfy tax withholding obligations to be funded by a "sell to cover" transaction.
F2 The price reported in this line item is a weighted average price. These shares were sold as part of a block trade for multiple security holders of the Issuer at prices ranging from $14.61 to $15.09, inclusive. The Reporting Person undertakes to provide to the Issuer, any securityholder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein with regard to the block trade.
F3 Each RSU represents a right to receive one share of the Issuer's Class A Common Stock at the time of settlement for no consideration.
F4 The RSUs vested as to 1/16th of the total shares on April 1, 2022, and 1/16th of the total shares vest quarterly thereafter, subject to the Reporting Person's provision of service to the Issuer on each vesting date.
F5 RSUs do not expire; they either vest or are canceled prior to the vesting date.
F6 The RSUs vested as to 1/16th of the total award on April 1, 2023, and 1/16th of the total shares will vest quarterly thereafter, subject to the Reporting Person's provision of service to the Issuer on each vesting date.
F7 The RSUs vest as to 1/16th of the total shares on April 1, 2024, and 1/16th of the total shares will vest quarterly thereafter, subject to the Reporting Person's provision of service to the Issuer on each vesting date.
F8 Each share of Class B common stock held by the Issuer's executive officers, directors and their respective affiliates will convert automatically into one share of Class A common stock upon any transfer, except for certain permitted transfers.
F9 These securities are held by the Reporting Person, as custodian for the benefit of his children under the California Uniform Transfers to Minors Act.
F10 These securities are held by The Goel Heritage Trust, of which the Reporting Person's children are beneficiaries. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, if any, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
F11 These securities are held by The Goel Family Gift Trust, of which family members and certain other individuals are beneficiaries. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, if any, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
F12 These securities are held by a trust for the benefit of the Reporting Person's child. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, if any, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
F13 These securities are held by The Goel Family Trust, of which the Reporting Person and his spouse are beneficiaries.