Narendra Gupta - Nov 12, 2021 Form 4 Insider Report for PubMatic, Inc. (PUBM)

Role
Director, 10%+ Owner
Signature
/s/ Thomas Chow, Attorney-in-Fact
Stock symbol
PUBM
Transactions as of
Nov 12, 2021
Transactions value $
$0
Form type
4
Date filed
11/16/2021, 06:34 PM
Previous filing
Aug 16, 2021
Next filing
Dec 3, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PUBM Class A common stock Conversion of derivative security +1.52M 1.52M Nov 12, 2021 See Footnote F1, F2, F3
transaction PUBM Class A common stock Other -1.52M -100% 0 Nov 12, 2021 See Footnote F1, F3

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 Class B common stock Conversion of derivative security $0 -1.52M -32.81% $0.00 3.11M Nov 12, 2021 Class A common stock 1.52M See Footnote F1, F2, F3
transaction PUBM Class B common stock Other $0 -483K -15.53% $0.00 2.62M Nov 12, 2021 Class A common stock 483K See Footnote F1, F2, F3, F4
transaction PUBM Class B common stock Other $0 +392K +34.12% $0.00 1.54M Nov 12, 2021 Class A common stock 392K See Footnote F1, F2, F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents a pro-rata in-kind distribution of Class A common stock and Class B common stock, and not a purchase or sale, without additional consideration to its partners.
F2 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.
F3 These securities are held by Nexus India Capital I, L.P. (Nexus Capital). The sole general partner of Nexus Capital is Nexus India Management I, L.P. (Nexus Management), and the sole general partner of Nexus Management is Nexus India Master Management I, Ltd. (Nexus Master). The Reporting Person holds sole voting, and investment power in Nexus Master, and thus may be deemed to hold sole voting and investment power over these shares. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein, if any.
F4 Pursuant to the charter documents of the Issuer, the recipients of such distribution were permitted transferees and thus received such distribution in Class B common stock.
F5 These securities are held by the Naren & Vinita Gupta Living Trust, Dated 12/2/94.