Rajeev K. Goel - Apr 1, 2024 Form 4 Insider Report for PubMatic, Inc. (PUBM)

Signature
/s/ Andrew Woods, Attorney-in-Fact
Stock symbol
PUBM
Transactions as of
Apr 1, 2024
Transactions value $
-$772,491
Form type
4
Date filed
4/3/2024, 09:32 PM
Previous filing
Mar 5, 2024
Next filing
May 2, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PUBM Class A Common Stock Options Exercise $0 +48.7K $0.00 48.7K Apr 1, 2024 Direct
transaction PUBM Class A Common Stock Sale -$602K -26K -53.35% $23.16 22.7K Apr 1, 2024 Direct F1, F2
transaction PUBM Class A Common Stock Sale -$171K -7.5K -33.02% $22.76 15.2K Apr 2, 2024 Direct F3, F4, F5

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 -11.2K -12.5% $0.00 78.7K Apr 1, 2024 Class A Common Stock 11.2K $0.00 Direct F6, F7, F8
transaction PUBM Restricted Stock Unit Options Exercise $0 -23K -8.33% $0.00 253K Apr 1, 2024 Class A Common Stock 23K $0.00 Direct F6, F8, F9
transaction PUBM Restricted Stock Unit Options Exercise $0 -14.4K -6.25% $0.00 216K Apr 1, 2024 Class A Common Stock 14.4K $0.00 Direct F6, F8, F10
* 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 as part of a block trade for multiple security holders of the Issuer at prices ranging from $22.675 to $23.62, 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 with regard to the block trade.
F3 The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 1, 2023.
F4 These securities were transferred by the Reporting Person to The Goel Family Trust (the "Trust"), of which the Reporting Person and his spouse are beneficiaries, and were sold by the Trust as reported herein.
F5 Represents the weighted average sale price. The lowest price at which shares were sold was $22.52 and the highest price at which shares were sold was $22.98. The Reporting Person undertakes to provide upon request to the staff of the Securities and Exchange Commission, the Issuer or its stockholders, full information regarding the total number of shares sold at each separate price within the range set forth herein.
F6 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.
F7 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.
F8 RSUs do not expire; they either vest or are canceled prior to the vesting date.
F9 The RSUs vested as to 1/16th of the total award 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.
F10 The RSUs vest as to 1/16th of the total shares on April 1, 2024, 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.