Mukul Kumar - Sep 30, 2023 Form 4 Insider Report for PubMatic, Inc. (PUBM)

Role: President, Engineering
Signature: /s/ Andrew Woods, Attorney-in-Fact
Stock symbol: PUBM
Transactions as of: Sep 30, 2023
Transactions value $: -$40,395
Form type: 4
Date filed: 10/3/2023, 09:08 PM
Previous filing: Aug 2, 2023
Next filing: Dec 4, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	PUBM	Class A Common Stock	Options Exercise	$0	+1.06K	+6.5%	$0.00	17.3K	Sep 30, 2023	Direct
transaction	PUBM	Class A Common Stock	Options Exercise	$0	+6.53K	+37.76%	$0.00	23.8K	Oct 1, 2023	Direct
transaction	PUBM	Class A Common Stock	Sale	-$40.4K	-3.41K	-14.34%	$11.83	20.4K	Oct 3, 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	-1.06K	-16.67%	$0.00	5.28K	Sep 30, 2023	Class A Common Stock	1.06K	$0.00	Direct	F3, F4, F5
transaction	PUBM	Restricted Stock Unit	Options Exercise	$0	-2.25K	-10%	$0.00	20.2K	Oct 1, 2023	Class A Common Stock	2.25K	$0.00	Direct	F3, F5, F6
transaction	PUBM	Restricted Stock Unit	Options Exercise	$0	-4.28K	-7.14%	$0.00	55.6K	Oct 1, 2023	Class A Common Stock	4.28K	$0.00	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 $11.69 to $12.09, 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 settlement 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 vested 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.