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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event Reported): August 6, 2026
PubMatic, Inc.
(Exact Name of Registrant as Specified in Charter)
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Delaware | 001-39748 | 20-5863224 |
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification Number) |
N/A
(Address of Principal Executive Offices) (Zip Code)
N/A
(Registrant's telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
| Class A Common Stock, par value $0.0001 per share | | PUBM | | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02 Departure of Directors of Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 6, 2026, PubMatic, Inc. (the "Company") announced the appointment of Megan Ramm as the Company's Global Chief Revenue Officer, effective August 10, 2026. In this role, Ms. Ramm will lead the Company's global revenue strategy and execution across its teams in the Americas, EMEA, and APAC. Ms. Ramm, 45, most recently served as Head of Global Sales at Uber Advertising, a division of Uber Technologies, Inc., where she led that organization's global sales function. Prior to Uber, Ms. Ramm held a sales leadership role at Snap Inc. and spent six years at Google LLC in search and programmatic advertising sales. She began her media career at Forbes Media LLC and Thomson Reuters Corporation.
There are no family relationships between Ms. Ramm and any director or executive officer of the Company required to be disclosed pursuant to Item 401(d) of Regulation S-K, and there are no transactions involving Ms. Ramm that would require disclosure under Item 404(a) of Regulation S-K.
In connection with her appointment, the Company and Ms. Ramm entered into an offer letter dated June 24, 2026 (the "Offer Letter"), pursuant to which Ms. Ramm is entitled to: (i) an initial annual base salary of $500,000; (ii) eligibility to earn an annual performance bonus with an on-target amount of $500,000 under the Company's Executive Bonus Plan, prorated for 2026 based on her start date; and (iii) equity awards under the Company's 2020 Equity Incentive Plan, consisting of (a) a one-time new-hire grant of restricted stock units with a grant-date value of $3,450,000, and (b) an annual equity award with a target value of $2,300,000 (with the first annual grant to be made in 2027, prorated to her start date), in each case subject to approval by the Company's Board of Directors and vesting over four years in equal quarterly installments. The Company's 2026 Executive Bonus Plan referenced above was previously filed as Exhibit 10.12 to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2025 (filed February 26, 2026), and is incorporated herein by reference.
Ms. Ramm is also a party to the Company's standard form of Tier 2 Retention Agreement, which provides for certain severance and equity acceleration benefits upon a qualifying termination of employment, and has executed the Company's standard Employment, Confidential Information and Invention Assignment Agreement. Ms. Ramm's Retention Agreement is substantially identical to the Company's Form of Tier 2 Retention Agreement previously filed as Exhibit 10.29 to the Company's Registration Statement on Form S-1/A filed November 30, 2020, and incorporated herein by reference, except as to the parties and dates thereto. Ms. Ramm's employment with the Company is at will.
The foregoing description of the Offer Letter does not purport to be complete and is qualified in its entirety by reference to the full text of the Offer Letter, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference. A copy of the press release announcing Ms. Ramm's appointment is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
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| Exhibit No. | Description |
| 10.1 | Offer Letter, by and between PubMatic, Inc. and Megan Ramm, dated June 24, 2026. |
| 99.1 | Press Release of the Company, dated August 10, 2026. |
| 104 | Cover Page Interactive Data File (embedded within the inline XBRL document). |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| | PUBMATIC, INC. |
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| Date: August 11, 2026 | | By: | /s/ Steven Pantelick |
| | | Steven Pantelick |
| | | Chief Financial Officer |
PubMatic Appoints Megan Ramm as Global Chief Revenue Officer to Accelerate Growth as AI Transforms Digital Advertising
Veteran revenue leader from Uber Advertising, Google to lead global revenue strategy and execution as company deepens relationships with brands, agencies, DSPs and publishers
NO-HEADQUARTERS/REDWOOD CITY, Calif., Aug. 10, 2026 (BUSINESS WIRE) PubMatic, Inc. (Nasdaq: PUBM), the leading AI-powered ad tech company delivering digital advertising performance, today announced the appointment of Megan Ramm as Global Chief Revenue Officer. The appointment reflects PubMatic's strong momentum and positions the company to accelerate its expansion with advertisers and agencies as AI transforms how digital advertising is bought, sold and optimized. Based in New York, Ramm will lead PubMatic's global revenue strategy and execution across publisher and buyer teams in the Americas, EMEA and APAC.
Ramm joins PubMatic from Uber Advertising, where she served as Head of Global Sales, leading the multi-billion-dollar sales organization responsible for building and expanding relationships with many of the world's leading brands and agencies. Previously, she was an early sales leader at Snap, spent six years at Google on search and programmatic sales, and began her media career at Forbes and Reuters.
"As our AI-native capabilities prove themselves with advertisers and agencies, we need a leader who can scale those relationships and capture the market opportunity ahead. Megan is the one to lead that charge,” said Rajeev Goel, Co-Founder and CEO. "She understands the full advertiser journey and has a proven track record of building high-performing sales organizations. Her appointment reinforces our commitment to putting customers first and delivering the best solutions for advertisers, agencies and publishers during this transformational moment."
In her new role, Ramm will focus on expanding the company's position across performance advertising, connected TV, mobile app and agentic advertising, while deepening the company's relationships with brands, agencies, DSPs and publishers.
"I'm excited to join PubMatic at this pivotal moment for the company and for the industry," said Megan Ramm. "PubMatic is uniquely positioned to lead the AI transformation in digital advertising. My focus is clear: bring executional rigor and a genuine commitment to delivering results for advertisers, and help drive growth that translates into stronger publisher partnerships. This is an exciting inflection point, and I'm thrilled to be joining this team."
The appointment follows PubMatic's strong second quarter 2026 performance, announced last week, including the company's return to double-digit year-over-year revenue growth ahead of schedule, expanded profitability and continued momentum across its AI-native platform and higher-growth business lines.
About PubMatic
PubMatic is the leading AI-powered ad tech company delivering digital advertising performance. Through an intelligent, unified platform that connects buyers, publishers, data partners, and commerce media networks, PubMatic delivers superior performance with greater transparency, control, and efficiency. Since 2006, PubMatic has pioneered major advances in programmatic advertising, from enabling the first OpenRTB transactions to embedding AI-driven optimization and privacy-focused innovation across its platform. With omnichannel scale, proven reliability, and a track
record of continuous innovation, PubMatic is building a more intelligent, profitable, and sustainable open internet. Built to Connect. Powered to Perform.
Press Contact:
Ashley Jacobson, Sr. Director, Corporate Marketing, press@pubmatic.com
Purpose Worldwide, PubMatic@purposenorthamerica.com
