HUBSPOT INC — Director's Dealing 2015

Mar 25, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HUBSPOT INC (HUBS)
CIK: 0001404655
Period of Report: 2015-03-23

Reporting Person: Shah Dharmesh (Director, Chief Technology Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-03-23	Common Stock	S	193168	$35.2425	Disposed	1917223	Direct

Footnotes

F1: Pursuant to an underwriting agreement, dated March 17, 2015 (the "Underwriting Agreement"), and in connection with the registered public offering of shares of Common Stock, par value $0.001 per share (the "Common Stock"), of the Issuer, pursuant to the final prospectus dated March 18, 2015, which offering was consummated on March 23, 2015, Mr. Shah sold an aggregate of 167,973 shares of Common Stock. On March 18, 2015, the underwriters exercised their option under the Underwriting Agreement to purchase additional shares of Common Stock from the Issuer and the selling stockholders in full. Pursuant to such option to purchase additional shares of Common Stock, Mr. Shah sold an aggregate of 25,195 additional shares of Common Stock.

F2: Mr. Shah's sale of the Common Stock reported herein was matchable under Section 16(b) of the Securities Exchange Act of 1934 (the "Exchange Act") with Mr. Shah's purchase of 400 shares of the Issuer's common stock on October 15, 2014. Mr. Shah has disgorged to the Issuer the maximum profit under Rule 16b-6(c) of the Exchange Act realized in connection with these short-swing transactions.