Mukul Kumar - Jul 17, 2023 Form 4/A - Amendment Insider Report for PubMatic, Inc. (PUBM)

Role: President, Engineering
Signature: /s/ Andrew Woods, Attorney-in-Fact
Stock symbol: PUBM
Transactions as of: Jul 17, 2023
Transactions value $: -$95,923
Form type: 4/A - Amendment
Date filed: 7/19/2023, 08:25 PM
Date Of Original Report: Jul 18, 2023
Previous filing: Jul 5, 2023
Next filing: Aug 2, 2023

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	$0	+5K	+28.54%	$0.00	22.5K	Jul 17, 2023	Direct
transaction	PUBM	Class A Common Stock	Sale	-$95.9K	-5K	-22.2%	$19.18	17.5K	Jul 17, 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	Class B Common Stock	Conversion of derivative security	$0	-5K	-2.73%	$0.00	178K	Jul 17, 2023	Class A Common Stock	5K	$0.00	Direct	F3

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

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id	Content
F1	The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 3, 2023.
F2	The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.06 to $19.44 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 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.

Remarks:

This Form 4/A amends the Form 4 filed on July 18, 2023 in its entirety.