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Filing Details

Accession Number:: 0001415889-25-006944
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2025-03-05 16:20:17
Reporting Period:: 2025-02-18

Filing Date:: 2025-03-05
Accepted Time:: 2025-03-05 16:20:17
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1422930	Pubmatic Inc.	PUBM	Services-Computer Programming, Data Processing, Etc. (7370)	205863224

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1833511	K. Rajeev Goel	C/O Pubmatic, Inc. 601 Marshall Street Redwood City CA 94063	Chief Executive Officer	No	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2025-03-03	25,000	$0.00	25,000	No	4	C	Indirect	See footnote
Class A Common Stock	Disposition	2025-02-03	25,000	$10.84	0	No	4	S	Indirect	See footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Indirect	See footnote
No	4	S	Indirect	See footnote

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Restricted Stock Units	Acquisiton	2025-02-18	269,231	$0.00	269,231	$0.00
Class A Common Stock	Stock Option (Right to buy Class A Common Stock)	Acquisiton	2025-02-18	269,231	$0.00	269,231	$15.65
Class B Common Stock	Stock Option (Right to buy Class B Common Stock)	Disposition	2025-03-03	15,782	$0.00	15,782	$1.11
Class B Common Stock	Stock Option (Right to buy Class B Common Stock)	Disposition	2025-03-03	9,218	$0.00	9,218	$1.11
Class A Common Stock	Class B Common Stock	Acquisiton	2025-03-03	15,782	$1.11	15,782	$0.00
Class A Common Stock	Class B Common Stock	Acquisiton	2025-03-03	9,218	$1.11	9,218	$1.11
Class A Common Stock	Class B Common Stock	Disposition	2025-03-03	25,000	$0.00	25,000	$0.00

Remaning Holdings	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
269,231		No	4	A	Direct
269,231	2035-02-17	No	4	A	Direct
0	2026-07-07	No	4	M	Direct
488,798	2026-07-07	No	4	M	Direct
226,766		No	4	M	Direct
235,984		No	4	M	Direct
210,984		No	4	C	Direct

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Amount	Remaning Holdings	Nature of Ownership
Class A Common Stock	Class B Common Stock	$0.00	581,260	581,260	Indirect
Class A Common Stock	Class B Common Stock	$0.00	400,000	400,000	Indirect
Class A Common Stock	Class B Common Stock	$0.00	68,616	68,616	Indirect
Class A Common Stock	Class B Common Stock	$0.00	308,775	308,775	Indirect
Class A Common Stock	Class B Common Stock	$0.00	308,775	308,775	Indirect

Amount	Remaning Holdings	Nature of Ownership
581,260	581,260	Indirect
400,000	400,000	Indirect
68,616	68,616	Indirect
308,775	308,775	Indirect
308,775	308,775	Indirect

Footnotes

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.
Reflects the transfer of 25,000 shares of Class A Common Stock by the Reporting Person to the Goel Family Trust.
These securities are held by The Goel Family Trust, of which the Reporting Person and his spouse are beneficiaries.
The sales reported in this line item were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 1, 2024.
Represents the weighted average sale price. The lowest price at which shares were sold was $10.335 and the highest price at which shares were sold was $11.01. The Reporting Person undertakes to provide upon request to the staff of the Securities and Exchange Commission, the Issuer or its stockholders, full information regarding the total number of shares sold at each separate price within the range set forth herein.
Each restricted stock unit ("RSU") represents a right to receive one share of the Issuer's Class A Common Stock at the time of vesting for no consideration.
The RSUs vest as to 1/16th of the total shares on April 1, 2025, 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.
RSUs do not expire; they either vest or are canceled prior to the vesting date.
The option vests as to 1/48 of the total shares on February 1, 2025, and 1/48 of the total shares will vest monthly thereafter, subject to the Reporting Person's provision of service to the Issuer on each vesting date.
The options are fully vested.
These securities are held by the Reporting Person, as custodian for the benefit of his children under the California Uniform Transfers to Minors Act.
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.
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.
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.