W. Eric Carlborg - Dec 2, 2021 Form 4 Insider Report for PubMatic, Inc. (PUBM)

Role: Director
Signature: /s/ Abigail Hipps, Attorney-in-Fact
Stock symbol: PUBM
Transactions as of: Dec 2, 2021
Transactions value $: $0
Form type: 4
Date filed: 12/6/2021, 03:21 PM
Previous filing: Nov 17, 2021
Next filing: Dec 29, 2022

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		+1.67M	+430.01%		2.06M	Dec 2, 2021	See footnote	F1, F2
transaction	PUBM	Class A common stock	Other		-2.06M	-100%		0	Dec 3, 2021	See footnote	F2, F3
transaction	PUBM	Class A common stock	Other		+77.9K	+42.22%		263K	Dec 3, 2021	Direct	F3, F4

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	-1.67M	-100%	$0.00^*	0	Dec 2, 2021	Class A common stock	1.67M		See footnote	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	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 that occurs after the closing of the Issuer's initial public offering, except for certain permitted transfers.
F2	These securities are held by August Capital V Special Opportunities, L.P. (the "Fund"). August Capital Management V, L.L.C. is the general partner of the Fund (the "August General Partner") and may be deemed to have sole voting power and sole investment power over the shares held by the Fund. Howard Hartenbaum and David M. Hornik are the members of the August General Partner and they, along with W. Eric Carlborg as a voting party with respect to the Issuer's securities, may be deemed to share voting and investment power with respect to the shares held by the Fund.
F3	Represents a pro-rata in-kind distribution of Class A common stock to the partners of the Fund and the members and assignees of the August General Partner, and not a purchase or sale, without additional consideration.
F4	Shares held directly by W. Eric Carlborg.