0001209191-20-063005.txt : 20201211 0001209191-20-063005.hdr.sgml : 20201211 20201211171115 ACCESSION NUMBER: 0001209191-20-063005 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20201211 FILED AS OF DATE: 20201211 DATE AS OF CHANGE: 20201211 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GUPTA NARENDRA CENTRAL INDEX KEY: 0000900635 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39748 FILM NUMBER: 201384345 MAIL ADDRESS: STREET 1: 100 EAST DAVIE STREET CITY: RALEIGH STATE: NC ZIP: 27601 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PubMatic, Inc. CENTRAL INDEX KEY: 0001422930 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] IRS NUMBER: 205863224 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3 LAGOON DRIVE STREET 2: SUITE 180 CITY: REDWOOD CITY STATE: CA ZIP: 94065 BUSINESS PHONE: 650-331-3485 MAIL ADDRESS: STREET 1: 3 LAGOON DRIVE STREET 2: SUITE 180 CITY: REDWOOD CITY STATE: CA ZIP: 94065 FORMER COMPANY: FORMER CONFORMED NAME: PUBMATIC, INC. DATE OF NAME CHANGE: 20140306 FORMER COMPANY: FORMER CONFORMED NAME: Komli Inc DATE OF NAME CHANGE: 20080107 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2020-12-11 0 0001422930 PubMatic, Inc. PUBM 0000900635 GUPTA NARENDRA C/O PUBMATIC, INC. 3 LAGOON DRIVE, SUITE 180 REDWOOD CITY CA 94065 1 0 1 0 Class A Common Stock 2020-12-11 4 C 0 1000000 0.00 A 1000000 I See footnote Class A Common Stock 2020-12-11 4 S 0 1000000 20.00 D 0 I See footnote Class B Common Stock 2020-12-11 4 C 0 11624843 0.00 A Class A Common Stock 11624843 11624843 I See footnote Class B Common Stock 2020-12-11 4 C 0 1000000 0.00 D Class A Common Stock 10624843 10624843 I See footnote Series A Preferred Stock 2020-12-11 4 C 0 3749055 0.00 D Class B Common Stock 3749055 0 I See footnote Series B Preferred Stock 2020-12-11 4 C 0 3779676 0.00 D Class B Common Stock 3779676 0 I See footnote Series C Preferred Stock 2020-12-11 4 C 0 3182237 0.00 D Class B Common Stock 3182237 0 I See footnote Series D Preferred Stock 2020-12-11 4 C 0 872396 0.00 D Class B Common Stock 872396 0 I See footnote Series D Prime Preferred Stock 2020-12-11 4 C 0 41479 0.00 D Class B Common Stock 41479 0 I See footnote 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 that occurs after the closing of the Issuer's initial public offering, except for certain permitted transfers. These securities are held by Nexus India Capital I, L.P. (Nexus Capital). The sole general partner of Nexus Capital is Nexus India Management I, L.P. (Nexus Management), and the sole general partner of Nexus Management is Nexus India Master Management I, Ltd. (Nexus Master). The Reporting Person holds sole voting, and investment power in Nexus Master, and thus may be deemed to hold sole voting and investment power over these shares. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein, if any. Each share of Series A Preferred Stock, Series B Preferred Stock, Series C Preferred Stock, Series D Preferred Stock and Series D Prime Preferred Stock automatically converted into one share of Class B common stock immediately prior to the closing of the Issuer's initial public offering. The Series A Preferred Stock, Series B Preferred Stock, Series C Preferred Stock, Series D Preferred Stock and Series D Prime Preferred Stock have no expiration date. /s/ Thomas Chow, Attorney-in-Fact 2020-12-11 EX-24.4_949682 2 poa.txt POA DOCUMENT LIMITED POWER OF ATTORNEY The undersigned hereby constitutes and appoints Thomas Chow and Steven Pantelick, as long as he is providing services to PubMatic, Inc. or its related entities (the "Company"), the undersigned's true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of the Company, Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the rules and regulations thereunder; (2) do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute any such Form 3, 4 or 5 and timely file such forms with the Securities and Exchange Commission and any stock exchange or similar authority, if required; and (3) take any other action of any type whatsoever in connection with the foregoing that, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. The undersigned hereby grants to such attorney-in-fact full power and authority to do and perform each and every act and thing whatsoever requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution and revocation, hereby ratifying and confirming all that such attorney-in-fact, or each such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, is not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Exchange Act. The undersigned agrees that such attorney-in-fact may rely entirely on information furnished orally or in writing by the undersigned to such attorney-in-fact. The undersigned also agrees to indemnify and hold harmless the Company and such attorney-in-fact against any losses, claims, damages or liabilities (or actions in these respects) that arise out of or are based on any untrue statement or omission of necessary facts in the information provided by the undersigned to such attorney-in-fact for purposes of executing, acknowledging, delivering and filing Forms 3, 4 or 5 (including amendments thereto) and agrees to reimburse the Company and each such attorney-in-fact for any legal or other expenses reasonably incurred in connection with investigating or defending against any such loss, claim, damage, liability or action. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorney-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 10th day of November, 2020. /s/ Narendra K. Gupta Name: Narendra K. Gupta