PUBM: Chief Growth Officer vests 21,334 RSUs; sells 10,874 to cover taxes
Rhea-AI Filing Summary
PubMatic, Inc. (PUBM) reporting person Paulina Klimenko, Chief Growth Officer, recorded equity activity tied to restricted stock unit vesting. On 10/01/2025 she was deemed to acquire 21,334 shares (vested RSUs) at no cost, bringing beneficial ownership to 73,114 shares. On 10/02/2025 she sold 10,874 shares in block trades at a weighted average price of $8.2338 as a "sell-to-cover" to satisfy tax withholding, leaving 62,240 shares beneficially owned. The filing lists multiple RSU grants vesting quarterly with specific tranche schedules and notes that RSUs represent one share each and do not expire.
Positive
- RSU vesting of 21,334 shares aligns executive compensation with shareholder outcomes
- Sale was executed as a sell-to-cover to satisfy tax withholding, indicating routine settlement rather than opportunistic selling
Negative
- Beneficial ownership declined73,114 to 62,240, reducing insider stake and voting exposure
- Block sale execution at a weighted average of $8.2338 realized shares at current market prices, which may modestly increase circulating float
Insights
Insider transaction reflects routine RSU vesting and tax-cover sale, not a discretionary cash sale.
What it means: The acquisition of 21,334 shares on 10/01/2025 stems from RSU settlement at $0 and immediately triggered a "sell-to-cover" sale of 10,874 shares at a weighted average of $8.2338 on 10/02/2025 to meet tax obligations.
Why it matters: Such transactions are common when equity awards vest and generally indicate compensation realization rather than a voluntary divestiture; beneficial ownership decreased from 73,114 to 62,240.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Class A Common Stock | 10,874 | $8.2338 | $90K |
| Exercise | Restricted Stock Unit | 2,902 | $0.00 | -- |
| Exercise | Restricted Stock Unit | 6,583 | $0.00 | -- |
| Exercise | Restricted Stock Unit | 6,485 | $0.00 | -- |
| Exercise | Restricted Stock Unit | 5,364 | $0.00 | -- |
| Exercise | Class A Common Stock | 21,334 | $0.00 | -- |
Footnotes (1)
- The sales reported on this Form 4 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 this line item is a weighted average price. These shares were sold as part of block trades for multiple security holders of the Issuer at prices ranging from $8.15 to $8.31, 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 trades. Each RSU represents a right to receive one share of the Issuer's Class A Common Stock at the time of settlement for no consideration. The RSUs vested as to 1/16th of the total shares on April 1, 2022, and 1/16th of the total shares 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 vested as to 1/16th of the total award on April 1, 2023, 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. The RSUs vest as to 1/16th of the total shares on April 1, 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. 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.
