[Form 4] PubMatic, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Amar K. Goel, who serves as Chairman and Chief Innovation Officer of PubMatic, Inc. and is identified as a director and 10% owner, sold 8,020 shares of Class A common stock on 09/02/2025. The shares were sold under a Rule 10b5-1 trading plan adopted by the reporting person on June 3, 2025. The reported weighted-average sale price was $8.4502, with individual sale prices ranging from $8.34 to $8.58. Following the reported sale, the reporting person beneficially owned 12,496 shares of Class A common stock. The Form 4 was submitted by an attorney-in-fact on the reporting person’s behalf.

Positive

• Sale executed under a Rule 10b5-1 trading plan adopted June 3, 2025, indicating pre-established instructions for the transaction.
• Full price disclosure provided: weighted-average price $8.4502 and range $8.34–$8.58.

Negative

• Reduction in insider-held shares: 8,020 Class A shares sold, lowering direct beneficial ownership to 12,496 shares.

Insights

Securities Analyst

TL;DR: Insider sold a modest block of shares under a pre-established 10b5-1 plan; remaining direct holding is disclosed.

The sale of 8,020 Class A shares at a weighted-average price of $8.4502 was executed pursuant to a Rule 10b5-1 plan adopted on June 3, 2025, indicating the transactions were pre-planned rather than opportunistic. The reporting person remains a disclosed beneficial owner of 12,496 Class A shares directly. For investors, this is a routine insider disposition that conveys liquidity by the insider but does not, by itself, reveal a change in control or a material shift in ownership.

Corporate Governance Expert

TL;DR: Transaction follows an established trading plan; documentation of price range and plan date is provided.

The Form 4 explicitly states the sale was effected under a Rule 10b5-1 trading plan, including the plan adoption date and the weighted-average and range of prices. That level of disclosure supports compliance best practices for insider trading policies. The filing also identifies the reporting person’s roles and that the form was authorized by an attorney-in-fact, which is typical for timely compliance filings.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Goel Amar K.

(Last) (First) (Middle)

C/O PUBMATIC, INC.

601 MARSHALL STREET

(Street)

REDWOOD CITY CA 94063

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PubMatic, Inc. [ PUBM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	CHAIRMAN, CHIEF INNOVATION OFF

3. Date of Earliest Transaction (Month/Day/Year)
09/02/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	09/02/2025		S(1)		8,020	D	$8.4502(2)	12,496	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The sales reported in this line item were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 3, 2025.

2. The price reported in this line item is a weighted average price. These shares were sold at prices ranging from $8.34 to $8.58, 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.

	/s/ Andrew Woods, Attorney-in-Fact	09/04/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did PubMatic insider Amar K. Goel (PUBM) report on Form 4?

The Form 4 reports that Amar K. Goel sold 8,020 Class A shares under a Rule 10b5-1 plan and now beneficially owns 12,496 Class A shares.

Was the sale by Amar K. Goel part of a pre-established trading plan?

Yes. The sale was effected pursuant to a Rule 10b5-1 trading plan adopted on June 3, 2025.

At what price were the PubMatic shares sold?

The reported weighted-average sale price was $8.4502, with individual sale prices ranging from $8.34 to $8.58.

How many shares does Amar K. Goel beneficially own after the reported transaction?

Following the reported sale, the filing shows 12,496 shares of Class A common stock beneficially owned.

Does the Form 4 indicate who filed the report on behalf of the reporting person?

Yes. The Form 4 was signed by an attorney-in-fact on behalf of the reporting person.