X0306 4 2022-12-31 0 0001422930 PubMatic, Inc. PUBM 0001833508 Goel Amar K. C/O PUBMATIC, INC. 601 MARSHALL STREET REDWOOD CITY CA 94063 1 1 1 0 Chairman, Chief Growth Officer Class A Common Stock 2022-12-31 4 M 0 1005 0.00 A 1005 D Class A Common Stock 2023-01-01 4 M 0 2993 0.00 A 3998 D Class A Common Stock 2023-01-03 4 S 0 1653 12.956 D 2345 D Restricted Stock Unit 0.00 2022-12-31 4 M 0 1005 0.00 D Class A Common Stock 1005 8038 D Restricted Stock Unit 0.00 2023-01-01 4 M 0 2993 0.00 D Class A Common Stock 2993 35912 D Class B Common Stock Class A Common Stock 1269136 1269136 I By Birchwood Trust Class B Common Stock Class A Common Stock 791000 791000 I By Marais Irrevocable Trust Class B Common Stock Class A Common Stock 791000 791000 I By Tuscan Irrevocable Trust Class B Common Stock Class A Common Stock 559652 559652 I By RAJN Trust-A Trust Class B Common Stock Class A Common Stock 559652 559652 I By RAJN Trust-N Class B Common Stock Class A Common Stock 443414 443414 I See footnote 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. The sales were to satisfy tax withholding obligations to be funded by a "sell to cover" transaction. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $12.67 to $13.23 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder 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 in this footnote. 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 vested as to 1/8 of the total shares on June 30, 2021, 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 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. Each share of Class B common stock held by the Issuer's executive officers, directors and their respective affiliates will convert automatically into one share of Class A common stock upon any transfer, except for certain permitted transfers. These shares are held by the Birchwood Trust, of which the Reporting Person and his spouse are beneficiaries. These shares are held by the Marais Irrevocable Trust, of which the Reporting Person's spouse is a beneficiary. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, if any, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose. These shares are held by the Tuscan Irrevocable Trust, of which the Reporting Person is a beneficiary. These shares are held by the RAJN Trust-A, of which one of the Reporting Person's children is a beneficiary. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, if any, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose. These shares are held by the RAJN Trust-N, of which one of the Reporting Person's children is a beneficiary. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, if any, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose. These securities are held by the Reporting Person, as custodian for the benefit of his children under the California Uniform Transfers to Minors Act. /s/ Andrew Woods, Attorney-in-Fact 2023-01-04