PubMatic, Inc. — Director's Dealing 2021

Feb 2, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PubMatic, Inc. (PUBM)
CIK: 0001422930
Period of Report: 2021-01-29

Reporting Person: Goel Amar K. (Director, Chairman, Chief Growth Officer, 10% Owner)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-01-29	Restricted Stock Unit	$	A	16077	Acquired		Class A Common Stock (16077.0)	Direct
2021-01-29	Stock Option (Right to buy Class A Common Stock)	$36.25	A	95481	Acquired	2031-01-29	Class A Common Stock (95481.0)	Direct

Footnotes

F1: Each restricted stock unit ("RSU") represents a right to receive one share of the Issuer's Class A Common Stock at the time of vesting for no consideration.

F2: The RSUs vest as to 1/8 of the total shares on June 30, 2021, 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.

F3: RSUs do not expire; they either vest or are canceled prior to the vesting date.

F4: The option vests as to 1/48 of the total shares on February 1, 2021, and 1/48 of the total shares will vest monthly thereafter, subject to the Reporting Person's provision of service to the Issuer on each vesting date.