Mukul Kumar - 31 Mar 2023 Form 4 Insider Report for PubMatic, Inc. (PUBM)

Role: President, Engineering
Signature: /s/ Andrew Woods, Attorney-in-Fact
Issuer symbol: PUBM
Transactions as of: 31 Mar 2023
Net transactions value: -$46,774
Form type: 4
Filing time: 04 Apr 2023, 16:20:25 UTC
Previous filing: 02 Feb 2023
Next filing: 19 Jul 2023
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	PUBM	Class A Common Stock	Options Exercise	$0	+1,055	+13%	$0.000000	8,969	31 Mar 2023	Direct
transaction	PUBM	Class A Common Stock	Options Exercise	$0	+2,248	+25%	$0.000000	11,217	01 Apr 2023	Direct
transaction	PUBM	Class A Common Stock	Options Exercise	$0	+4,279	+38%	$0.000000	15,496	01 Apr 2023	Direct
transaction	PUBM	Class A Common Stock	Sale	$46,774	-3,414	-22%	$13.70	12,082	03 Apr 2023	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	-1,055	-12%	$0.000000	7,385	31 Mar 2023	Class A Common Stock	1,055	$0.000000	Direct	F3, F4, F5
transaction	PUBM	Restricted Stock Unit	Options Exercise	$0	-2,248	-8.3%	$0.000000	24,720	01 Apr 2023	Class A Common Stock	2,248	$0.000000	Direct	F3, F5, F6
transaction	PUBM	Restricted Stock Unit	Options Exercise	$0	-4,279	-6.2%	$0.000000	64,190	01 Apr 2023	Class A Common Stock	4,279	$0.000000	Direct	F3, F5, F7

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

Explanation of Responses:

Id	Content
F1	The sales reported on this Form 4 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 Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $13.48 to $13.86, 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.
F3	Each RSU represents a right to receive one share of the Issuer's Class A Common Stock at the time of vesting for no consideration.
F4	The RSUs vested as to 1/8 of the total shares on June 30, 2021, 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 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.
F7	The RSUs vest as to 1/16th of the total shares 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.