Form 4: PubMatic CEO Sells $383K in Stock via 10b5-1 Plan

PubMatic CEO Rajeev K. Goel exercised options and sold 44,000 shares of Class A Common Stock for approximately $383,706 through a pre-arranged trading plan.

Summary

• Rajeev K. Goel, PubMatic, Inc.'s Director, 10% Owner, and Chief Executive Officer, reported a transaction involving the company's securities.
• On October 27, 2025, Mr. Goel exercised options to acquire 44,000 shares of Class A Common Stock at an exercise price of $1.11 per share.
• Concurrently, 44,000 shares of Class A Common Stock were sold at a weighted average price of $8.7206 per share, ranging from $8.65 to $8.82.
• The sale was executed pursuant to a Rule 10b5-1 trading plan adopted by Mr. Goel on March 2, 2025.
• The shares sold were transferred by Mr. Goel to The Goel Family Trust, of which he and his spouse are beneficiaries, and subsequently sold by the trust.
• Following these transactions, Mr. Goel directly holds 0 shares of the Class A Common Stock involved in this specific sale, but his total beneficial ownership of Class A and Class B Common Stock is 2,362,194 shares, excluding vested but unexercised options, unvested options, or unvested restricted stock units.
• Mr. Goel also holds 70,753 vested Class B Common Stock options with an expiration date of July 7, 2026.
• Indirect holdings through various family trusts include 581,260, 400,000, 68,616, 308,775, 308,775, and 483,784 shares of Class B Common Stock, which are convertible to Class A Common Stock.

Sentiment

Score: 6

Explanation: The sentiment is neutral to slightly positive. While an insider sale can sometimes be viewed negatively, the transaction was pre-planned under a Rule 10b5-1 plan, indicating a routine financial management decision rather than a reaction to new company-specific information. The profitable exercise of options is a positive for the insider.

Positives

• The exercise of stock options at a low price ($1.11) and subsequent sale at a significantly higher price ($8.7206) indicates a profitable transaction for the reporting person.
• The transaction was conducted under a Rule 10b5-1 trading plan, indicating a pre-scheduled and transparent sale, which can mitigate concerns about opportunistic insider selling.

Negatives

• An insider sale, even if pre-planned, can sometimes be perceived by the market as a signal of reduced confidence, although often it is for personal financial planning or diversification.

Future Outlook

This Form 4 filing is a report of an insider transaction and does not contain any forward-looking statements or guidance regarding the company's future performance or outlook.

Industry Context

This filing details a personal stock transaction by a key executive and does not provide direct insights into broader industry trends or competitive positioning. Such transactions are common across industries for executive compensation and personal financial management.

Related Party Transactions

• The shares sold were transferred by the Reporting Person to The Goel Family Trust, of which the Reporting Person and his spouse are beneficiaries, and were subsequently sold by the trust.

Stakeholder Impact

• Shareholders: May observe a routine insider sale, which is generally not highly impactful unless the volume is unusually large or unexpected. The pre-planned nature mitigates potential negative interpretations.
• Employees: No direct impact mentioned.

Key Dates

Recommendation

The filing details a pre-planned insider sale by the CEO, which is a routine event and does not provide new fundamental information about the company's operational performance or future prospects. Therefore, a 'hold' recommendation is appropriate as this transaction alone does not alter the investment thesis.

Keywords

PubMatic, PUBM, Rajeev K. Goel, Insider Trading, Form 4, Stock Sale, CEO, 10b5-1 Plan, Stock Options, Class A Common Stock