PubMatic CEO sells shares to cover RSU taxes
PubMatic, Inc. CEO Rajeev K. Goel reported routine equity transactions tied to RSU vesting and taxes.
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Form Type
4
Rhea-AI Filing Summary
PubMatic, Inc. CEO Rajeev K. Goel reported routine equity transactions tied to RSU vesting and taxes. On April 1, 2026, multiple Restricted Stock Units (RSUs) vested, and he acquired 97,656 shares of Class A Common Stock for no cash consideration.
On April 2, 2026, he sold 49,916 shares of Class A Common Stock at a weighted average price of $8.1733 per share to cover tax withholding obligations through a “sell to cover” transaction. After these sales, he held 47,740 Class A shares directly.
Insider Trade Summary
Exercise and sale activity reported; no spread calculated
Exercise and Sale
6 txns
Insider
Goel Rajeev K.
Role
CHIEF EXECUTIVE OFFICER
Sold
49,916 shs ($408K)
Approx. gross sale proceeds
$408K
Approx. exercise cost
$0.00
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Class A Common Stock | 49,916 | $8.1733 | $408K |
| Exercise | Restricted Stock Unit | 23,043 | $0.00 | $0.00 |
| Exercise | Restricted Stock Unit | 14,410 | $0.00 | $0.00 |
| Exercise | Restricted Stock Unit | 16,827 | $0.00 | $0.00 |
| Exercise | Restricted Stock Unit | 43,376 | $0.00 | $0.00 |
| Exercise | Class A Common Stock | 97,656 | $0.00 | $0.00 |
Holdings After Transaction:
Restricted Stock Unit — 1,005,737 contracts (Direct);
Class A Common Stock — 47,740 shares (Direct)
Footnotes (8)
- F1. The sales reported in this line item 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.
- F2. 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 $7.98 to $8.27, 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.
- F3. 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.
- F4. The RSUs vested as to 1/16th of the total award on April 1, 2023, and 1/16th of the total award will vest quarterly thereafter, subject to the Reporting Person's provision of service to the Issuer on each vesting date.
- F5. RSUs do not expire; they either vest or are canceled prior to the vesting date.
- F6. The RSUs vested as to 1/16th of the total award on April 1, 2024, and 1/16th of the total award will vest quarterly thereafter, subject to the Reporting Person's provision of service to the Issuer on each vesting date.
- F7. The RSUs vested as to 1/16th of the total award on April 1, 2025, and 1/16th of the total award will vest quarterly thereafter, subject to the Reporting Person's provision of service to the Issuer on each vesting date.
- F8. The RSUs vested as to 1/16th of the total award on April 1, 2026, and 1/16th of the total award will vest quarterly thereafter, subject to the Reporting Person's provision of service to the Issuer on each vesting date.
Key Figures
Shares sold: 49,916 shares
Weighted average sale price: $8.1733 per share
Shares acquired from RSU vesting: 97,656 shares
+3 more
6 metrics
Shares sold
49,916 shares
Class A Common Stock sold on April 2, 2026
Weighted average sale price
$8.1733 per share
Tax-related sell-to-cover sale on April 2, 2026
Shares acquired from RSU vesting
97,656 shares
Class A Common Stock from RSU conversion on April 1, 2026
Shares held after transactions
47,740 shares
Direct Class A Common Stock holding after April 2, 2026 sale
RSU tranche 1 vested
23,043 RSUs
RSUs converted into Class A shares on April 1, 2026
RSU tranche 2 vested
14,410 RSUs
Additional RSUs converted into Class A shares on April 1, 2026
Key Terms
Restricted Stock Unit, sell to cover, weighted average price, Class A Common Stock, +1 more
5 terms
Restricted Stock Unit financial
"The sales reported in this line item represent shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of restricted stock units ("RSUs")."
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
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 this line item 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.
Class A Common Stock financial
"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."
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.
vest financial
"The RSUs vested as to 1/16th of the total award on April 1, 2023, and 1/16th of the total award will vest quarterly thereafter, subject to the Reporting Person's provision of service to the Issuer on each vesting date."
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.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What insider transactions did PubMatic (PUBM) CEO Rajeev Goel report?
Rajeev Goel reported RSU vesting and related share sales. On April 1, 2026 RSUs converted into 97,656 Class A shares. On April 2, 2026 he sold 49,916 shares to cover tax withholding obligations, leaving 47,740 shares held directly afterward.
What do the RSU terms mean in the PubMatic (PUBM) CEO’s Form 4?
Each RSU converts into one PubMatic Class A share for no cash payment at settlement. The RSUs vest in 1/16th installments starting on specified April 1 dates each year, continuing quarterly, as long as the CEO continues providing service to the company.
How are PubMatic (PUBM) CEO RSU vesting dates structured?
The RSUs vest as to 1/16th of each award on April 1 of a stated initial year, with additional 1/16th portions vesting quarterly thereafter. Vesting continues only if the CEO remains in service on each vesting date, creating a time-based compensation schedule.
AI-generated analysis. How Rhea-AI works. Not financial advice.
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