PubMatic, Inc. — Director's Dealing 2025

Mar 4, 2025

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PubMatic, Inc. (PUBM)
CIK: 0001422930
Period of Report: 2025-02-18

Reporting Person: Pantelick Steven (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2025-03-03	Class A Common Stock	C	4000	—	Acquired	26506	Direct
2025-03-03	Class A Common Stock	S	4000	$10.6065	Disposed	22506	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2025-02-18	Restricted Stock Units	$	A	118510	Acquired		Class A Common Stock (118510)	Direct
2025-02-18	Stock Option (Right to buy Class A Common Stock)	$15.65	A	118510	Acquired	2035-02-17	Class A Common Stock (118510)	Direct
2025-03-03	Class B Common Stock	$	C	4000	Disposed		Class A Common Stock (4000)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class B Common Stock	$		Class A Common Stock (73464)	73464	Indirect
Class B Common Stock	$		Class A Common Stock (41536)	41536	Indirect
Class B Common Stock	$		Class A Common Stock (115000)	115000	Indirect

Footnotes

F1: 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.

F2: The sales reported in this line item were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 9, 2024.

F3: The price reported in this line item is a weighted average price. These shares were sold at prices ranging from $10.28 to $10.99, 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.

F4: 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.

F5: The RSUs vest as to 1/16th of the total shares on April 1, 2025, 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.

F6: RSUs do not expire; they either vest or are canceled prior to the vesting date.

F7: The option vests as to 1/48 of the total shares on February 1, 2025, 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.

F8: The Reporting Person and his children are beneficiaries of PSLT DE LLC.

F9: . The Reporting Person's spouse and his children are beneficiaries of SMP DE LLC.