Stockholder Proposals to be Presented at Next Annual Meeting
Our bylaws provide that for stockholder nominations to our Board of Directors or other proposals to be considered at an annual meeting of stockholders, the stockholder must give timely notice thereof in writing to the Corporate Secretary at PubMatic, Inc., 601 Marshall St., Redwood City, California 94063, Attention: Corporate Secretary.
To be timely for our 2027 annual meeting of stockholders (the “2027 Annual Meeting”), a stockholder’s notice must be delivered to or mailed and received by our Corporate Secretary at our principal executive offices not earlier than 5:00 p.m. Eastern Time on January 30, 2027 and not later than 5:00 p.m. Eastern Time on March 1, 2027. A stockholder’s notice to the Corporate Secretary must set forth, as to each matter the stockholder proposes to bring before the 2027 Annual Meeting, the information required by applicable law and our bylaws.
Stockholder proposals submitted pursuant to Rule 14a-8 under the Exchange Act and intended to be presented at our 2027 Annual Meeting must be received by us not later than December 18, 2026 in order to be considered for inclusion in our proxy materials for that meeting.
Delinquent Section 16(a) Reports
Section 16(a) of the Exchange Act requires that our directors, executive officers, and persons who beneficially own more than 10% of our common stock, file reports on Forms 3, 4 and 5 with the SEC concerning their ownership of, and transactions in, our common stock.
Based solely upon a review of the reports filed with the SEC, or written representations from reporting persons, we believe that during the fiscal year ended December 31, 2025, all Section 16(a) filing requirements were satisfied on a timely basis, with the following exceptions: Each of Rajeev Goel, Amar Goel, Steve Pantelick, Paulina Klimenko, Mukul Kumar, Lisa Gimbel, and Andrew Woods failed to timely file one Form 4 in connection with the grant of restricted stock units and stock options on February 18, 2025. In addition, Paulina Klimenko failed to timely file one Form 4 with respect to one transaction in connection with the vesting of restricted stock units on October 1, 2025. Lisa Gimbel failed to timely file two additional Form 4s, each with respect to one transaction, in connection with the vesting of restricted stock units on May 15, 2025 and November 15, 2025, respectively. Each of Susan Daimler, Shelagh Glaser, Anton Hanebrink, Ramon Jones, Nick Mehta, and Jacob Shulman failed to timely file one Form 4 in connection with the grant of restricted stock units on May 30, 2025. Additionally, Nick Mehta failed to timely file on Form 4 in connection with the vesting of restricted stock units on May 30, 2025. All such late reports have since been filed with the SEC.
Available Information
We will mail to any stockholder, without charge, upon written request, a copy of our Annual Report on Form 10-K for the year ended December 31, 2025, including the financial statements and list of exhibits, and any exhibit specifically requested. Requests should be sent to:
PubMatic, Inc.
601 Marshall St.
Redwood City, California 94063
Attention: Investor Relations
The Annual Report on Form 10-K is also available on the Investor Relations section of our website, which is located at https://investors.pubmatic.com. Please help us reduce the impact on the environment and reduce our administrative costs by taking advantage of this method of obtaining our Annual Report on Form 10-K.
