PubMatic (NASDAQ: PUBM) CAO Lisa Gimbel sells shares to cover RSU taxes
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
PubMatic, Inc. chief accounting officer Lisa Gimbel reported compensation-related equity activity and a small share sale. On May 15, 2026, multiple restricted stock unit (RSU) awards vested and were converted into a total of 3,765 shares of Class A Common Stock for no cash consideration.
On May 18, 2026, she sold 2,863 shares of Class A Common Stock at a weighted average price of $9.8913 per share to cover tax withholding obligations through a “sell to cover” transaction. Following these transactions, she directly owned 13,677 shares of Class A Common Stock.
Positive
- None.
Negative
- None.
Insights
Activity is mainly RSU vesting with tax-related share sales, a routine pattern.
The filing shows RSU vesting and conversion into 3,765 shares of PubMatic Class A Common Stock on May 15, 2026, followed by a 2,863-share sale on May 18, 2026 at a weighted average price of $9.8913 per share.
Footnotes state the sale was conducted to satisfy tax withholding obligations via a “sell to cover” block trade, not a discretionary portfolio decision. After these transactions, the officer held 13,677 shares directly. This pattern is typical for equity compensation and generally carries limited informational value about the insider’s view of the stock.
Insider Trade Summary
Net Seller: 2,863 shares ($28,319)
Net Sell
9 txns
Insider
Gimbel Lisa
Role
CHIEF ACCOUNTING OFFICER
Sold
2,863 shs ($28K)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Class A Common Stock | 2,863 | $9.8913 | $28K |
| Exercise | Restricted Stock Units | 1,395 | $0.00 | -- |
| Exercise | Restricted Stock Units | 773 | $0.00 | -- |
| Exercise | Restricted Stock Units | 802 | $0.00 | -- |
| Exercise | Restricted Stock Units | 795 | $0.00 | -- |
| Exercise | Class A Common Stock | 1,395 | $0.00 | -- |
| Exercise | Class A Common Stock | 773 | $0.00 | -- |
| Exercise | Class A Common Stock | 802 | $0.00 | -- |
| Exercise | Class A Common Stock | 795 | $0.00 | -- |
Holdings After Transaction:
Class A Common Stock — 13,677 shares (Direct, null);
Restricted Stock Units — 6,975 shares (Direct, null)
Footnotes (1)
- The sales reported on this line 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. 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 $9.68 to $10.00, 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. Each RSU represents a right to receive one share of the Issuer's Class A Common Stock at the time of vesting for no consideration. The RSUs vest as to 1/4 of the total shares on August 15, 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. RSUs do not expire; they either vest or are canceled prior to the vesting date. The RSUs vest as to 1/16 of the total shares quarterly beginning on May 15, 2024, subject to the Reporting Person's provision of service to the Issuer on each vesting date. The RSUs vest as to 1/16 of the total shares quarterly beginning on May 15, 2025, subject to the Reporting Person's provision of service to the Issuer on each vesting date. The RSUs vest as to 1/16 of the total shares quarterly beginning on May 15, 2026, subject to the Reporting Person's provision of service to the Issuer on each vesting date.
Key Figures
Shares sold: 2,863 shares
Weighted average sale price: $9.8913 per share
RSU shares converted: 3,765 shares
+3 more
6 metrics
Shares sold
2,863 shares
Open-market block sale on May 18, 2026 to cover taxes
Weighted average sale price
$9.8913 per share
May 18, 2026 block trade for multiple holders
RSU shares converted
3,765 shares
RSUs converted to Class A Common Stock on May 15, 2026
Shares held after transactions
13,677 shares
Direct Class A Common Stock ownership after May 2026 events
Exercise/conversion transactions
4 transactions, 3,765 shares
Non-derivative entries reflecting RSU settlements on May 15, 2026
Derivative RSU entries
4 transactions, 3,765 units
RSUs corresponding to shares delivered upon vesting
Key Terms
restricted stock units, sell to cover, weighted average price, block trade, +2 more
6 terms
restricted stock units financial
"The sales reported on this line represent shares sold ... in connection with the vesting and settlement of restricted stock units ("RSUs")."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
sell to cover financial
"The sales were to satisfy tax withholding obligations to be funded by a "sell to cover" transaction."
Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.
weighted average price financial
"The price reported in Column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
block trade financial
"These shares were sold as part of a block trade for multiple security holders of the Issuer at prices ranging from $9.68 to $10.00, inclusive."
A block trade is a large, privately arranged sale or purchase of a company's shares or bonds between big investors, often negotiated to avoid upsetting the public market price. Think of it like selling a truckload of goods directly to one buyer instead of unloading it on a busy street — it moves a lot of supply at once and can signal shifting demand, affect immediate liquidity, and influence short-term stock prices.
vest financial
"The RSUs vest as to 1/4 of the total shares on August 15, 2024, and 1/16th of the total shares will vest quarterly thereafter..."
A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.
tax withholding obligations financial
"The sales were to satisfy tax withholding obligations to be funded by a "sell to cover" transaction."
FAQ
What insider transactions did PubMatic (PUBM) CAO Lisa Gimbel report?
Lisa Gimbel reported RSU vesting that converted into 3,765 Class A shares and a sale of 2,863 shares. The sale, dated May 18, 2026, was executed at a weighted average price of $9.8913 per share to cover tax withholding obligations tied to those vesting RSUs.
What RSU activity did PubMatic (PUBM) disclose for Lisa Gimbel in this Form 4?
Several RSU tranches vested on May 15, 2026, converting into 3,765 shares of Class A Common Stock for no cash consideration. Footnotes confirm each RSU represents one share upon vesting and explain these awards vest in scheduled quarterly installments, contingent on continued service to PubMatic.
Was the PubMatic (PUBM) insider sale part of a discretionary trading plan?
The footnotes describe the transaction as a sell-to-cover tax withholding event, not as part of a discretionary plan. Shares were sold in a block trade for multiple holders to fund statutory tax obligations tied to RSU vesting, which is a routine administrative mechanism.