PubMatic (PUBM) CEO Rajeev K. Goel Sells Shares, Exercises Options

What Happened
Rajeev K. Goel, PubMatic's CEO, reported a mix of conversions, an option exercise and open-market sales dated September 24, 2026. He sold 50,453 shares in two open-market transactions (10,080 shares at $18.05 for $181,960 and 40,373 shares at $18.54 for $748,673), generating total proceeds of about $930,633. On the same date he acquired 21,870 shares via exercise at $2.15 (cost ~$47,021) and converted 34,370 derivative shares into common stock (no cash price reported), for total acquired shares of 56,240. Net effect (acquired minus sold) was an increase of 5,787 common shares. The Form 4 was filed the next day (9/25/2026).

Key Details

• Transaction dates: primarily 2026-09-24 (report filed 2026-09-25).
• Sales: 10,080 shares @ $18.05 ($181,960) and 40,373 shares @ $18.54 ($748,673) — total proceeds ≈ $930,633. Sales executed under a Rule 10b5-1 plan (footnote F2). Weighted-average and ranges reported in footnotes (F3/F5).
• Exercises/conversions: 21,870 shares acquired on exercise @ $2.15 (cost ≈ $47,021) and 34,370 shares converted into common stock (no cash price). One line shows a 21,870-share derivative disposition at $0 (see context note below).
• Shares held after transactions: Mr. Goel holds 2,324,694 shares of Class A and Class B common stock after these transactions (footnote F4).
• Notable footnotes: automatic Class B→Class A conversion rules (F1); sales under an active 10b5-1 plan (F2); holdings include family/child trusts and custodial accounts with disclaimers of beneficial ownership (F7–F11).
• Filing timeliness: filed one business day after the reported transactions (no late-filing flag).

Context

• Option/derivative mechanics: The filings include both an exercise/acquisition of 21,870 shares at $2.15 and a matching 21,870-share disposition at $0 under code M. That pattern commonly reflects an option exercise where some shares are issued and some are withheld or transferred (e.g., to cover exercise price or tax obligations); the Form lists the cash-paid portion ($47,021) and the zero-price disposition separately.
• Sales vs. purchases: The clear cash activity here is the open-market sales (≈$930.6K). The conversions and option exercise increased Mr. Goel’s share count overall; conversions and transfers (and trust holdings) do not necessarily indicate sentiment the way open-market purchases can.
• For retail investors: sales under a pre-set 10b5-1 plan are typically routine and scheduled; exercise/conversions often reflect routine option/award processing rather than a directional bet.