Shelagh Glaser - 31 May 2023 Form 4 Insider Report for PubMatic, Inc. (PUBM)

Role: Director
Signature: /s/ Andrew Woods, Attorney-in-Fact
Issuer symbol: PUBM
Transactions as of: 31 May 2023
Net transactions value: $0
Form type: 4
Filing time: 02 Jun 2023, 16:33:13 UTC
Previous filing: 22 Feb 2023
Next filing: 20 Jun 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	+8,065		$0.000000	8,065	31 May 2023	Direct

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 Units	Award	$0	+9,971		$0.000000	9,971	31 May 2023	Class A Common Stock	9,971		Direct	F1, F2, F3
transaction	PUBM	Restricted Stock Units	Award	$0	+3,466		$0.000000	3,466	31 May 2023	Class A Common Stock	3,466		Direct	F1, F3, F4
transaction	PUBM	Restricted Stock Units	Options Exercise	$0	-8,065	-100%	$0.000000^*	0	31 May 2023	Class A Common Stock	8,065		Direct	F1, F3, F5

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

Explanation of Responses:

Id	Content
F1	Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement.
F2	The RSUs vest in full on the earliest to occur of (a) the third anniversary of the Grant Date, (b) the Reporting Person's separation from service from the Issuer, and (c) a change in control of the Issuer. Shares of the Issuer's Class A Common Stock will be delivered to the Reporting Person upon settlement of the RSUs.
F3	RSUs do not expire; they either vest are are cancelled prior to vesting date.
F4	Represents RSUs payable in lieu of annual cash fees for Board of Directors and committee service pursuant to the Reporting Person's election under the Issuer's non-employee director compensation policy. The RSUs vest in full on the earliest to occur of (a) the third anniversary of the Grant Date, (b) the Reporting Person's separation from service from the Issuer, and (c) a change in control of the Issuer. Shares of the Issuer's Class A Common Stock will be delivered to the Reporting Person upon settlement of the RSUs.
F5	The RSUs vest in full on the earliest to occur of (a) the first anniversary of the grant date, (b) immediately prior to the Company's annual meeting of stockholders in 2023, (c) the Reporting Person's death or disability, and (d) a change in control of the Issuer. Shares of the Issuer's Class A Common Stock will be delivered to the Reporting Person upon settlement of the RSUs.