SEC FORM 4 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
 
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
August Capital Management V, L.L.C.

(Last) (First) (Middle)
C/O AUGUST CAPITAL
PMB #456, 660 4TH STREET

(Street)
SAN FRANCISCO CA 94017

(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)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/24/2021
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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 08/24/2021 S 39,568 D $27.8(1) 39,874 D(2)
Class A common stock 08/25/2021 S 12,712 D $28.01(3) 40,000 D(4)
Class A common stock 389,237 I See footnote(5)
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
1. Name and Address of Reporting Person*
August Capital Management V, L.L.C.

(Last) (First) (Middle)
C/O AUGUST CAPITAL
PMB #456, 660 4TH STREET

(Street)
SAN FRANCISCO CA 94017

(City) (State) (Zip)
1. Name and Address of Reporting Person*
August Capital Strategic Partners V, L.P.

(Last) (First) (Middle)
C/O AUGUST CAPITAL
PMB #456, 660 4TH STREET

(Street)
SAN FRANCISCO CA 94017

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Hornik David

(Last) (First) (Middle)
C/O AUGUST CAPITAL
PMB #456, 660 4TH STREET

(Street)
SAN FRANCISCO CA 94017

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Hartenbaum Howard

(Last) (First) (Middle)
C/O AUGUST CAPITAL
PMB #456, 660 4TH STREET

(Street)
SAN FRANCISCO CA 94017

(City) (State) (Zip)
Explanation of Responses:
1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $27.52 to $28.20, 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.
2. Shares held directly by David M. Hornik.
3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $28.00 to $28.06, 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.
4. Shares held directly by Howard Hartenbaum.
5. These securities are held by August Capital V Special Opportunities, L.P. (the "Fund"). August Capital Management V, L.L.C. is the general partner of the Fund (the "August General Partner") and may be deemed to have sole voting power and sole investment power over the shares held by the Fund. Howard Hartenbaum and David M. Hornik are the members of the August General Partner and they, along with W. Eric Carlborg as a voting party with respect to the Issuer's securities, may be deemed to share voting and investment power with respect to the shares held by the Fund.
Remarks:
/s/ Abigail Hipps, Attorney-in-Fact for August Capital entities 08/26/2021
/s/ Abigail Hipps, Attorney-in-Fact for David M. Hornik 08/26/2021
/s/ Abigail Hipps, Attorney-in-Fact for Howard Hartenbaum 08/26/2021
** 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).
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