PubMatic Files 8-K on Shareholder Votes and Financials

Ticker: PUBM · Form: 8-K · Filed: 2024-06-05T00:00:00.000Z

Sentiment: neutral

Topics: corporate-governance, financial-reporting, filing

Related Tickers: PUBM

TL;DR

PubMatic filed an 8-K on May 31st covering shareholder votes and financials.

AI Summary

PubMatic, Inc. filed an 8-K on June 5, 2024, reporting on matters submitted to a vote of security holders and financial statements as of May 31, 2024. The filing also noted amendments to its articles of incorporation or bylaws. No specific financial figures or voting outcomes were detailed in the provided text.

Why It Matters

This filing provides updates on corporate governance and financial reporting for PubMatic, Inc., which can impact investor understanding of the company's operational and legal status.

Risk Assessment

Risk Level: low — The filing is a routine disclosure of corporate actions and financial reporting, not indicating any immediate operational or financial distress.

Key Players & Entities

FAQ

What specific matters were submitted to a vote of PubMatic, Inc.'s security holders?

The filing indicates that matters were submitted to a vote of security holders, but the specific details of these matters are not provided in the excerpt.

What is the significance of the 'Amendments to Articles of Incorporation or Bylaws' item?

This item signifies that PubMatic, Inc. has made changes to its foundational corporate documents, which could affect its governance or operational structure.

What period do the 'Financial Statements and Exhibits' cover?

The filing lists 'Financial Statements and Exhibits' as an item information, and the date of the report is May 31, 2024, suggesting these statements pertain to or are as of this period.

When was PubMatic, Inc. incorporated, and in which state?

PubMatic, Inc. was incorporated in Delaware.

What is PubMatic, Inc.'s principal executive office address?

The address of PubMatic, Inc.'s principal executive offices is listed as 601 Marshall Street, Redwood City, California, 94063.

Filing Stats: 842 words · 3 min read · ~3 pages · Grade level 13.4 · Accepted 2024-06-05 16:16:36

Key Financial Figures

Filing Documents

03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On May 31, 2024, PubMatic, Inc. (the "Company") held its annual meeting of stockholders (the "Annual Meeting"). At the Annual Meeting, upon the recommendation of the Company's board of directors, the Company's stockholders approved a proposal to adopt an amendment to the Company's Restated Certificate of Incorporation (the "Certificate of Amendment") to include a provision that exculpates certain of its officers from monetary liability for breach of the duty of care in certain actions, as permitted by recently adopted amendments to Section 102(b)(7) of the Delaware General Corporation Law. On June 3, 2024, the Company filed the Certificate of Amendment with the Delaware Secretary of State, and the Certificate of Amendment became effective on filing. The foregoing description of the Certificate of Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Certificate of Amendment, a copy of which is attached hereto as Exhibit 3.1 and is incorporated herein by reference.

07 Submission of Matters to a Vote of Security Holders

Item 5.07 Submission of Matters to a Vote of Security Holders. At the Annual Meeting, there were present, in person or by proxy, holders of 38,672,906 shares of the Company's Class A common stock and Class B common stock collectively, or approximately 77.32% of the total outstanding shares entitled to vote at the Annual Meeting, which constituted a quorum for the transaction of business. The holders present voted on the four proposals presented at the Annual Meeting as follows: Proposal One – Election of Directors The Company's stockholders approved the election of eight directors, each to serve for a one-year term expiring at the 2025 Annual Meeting of Stockholders and until such director's successor is elected and qualified, by the following votes: Nominee Votes For Votes Withheld Broker Non-Votes Susan Daimler 94,715,067 10,135,622 8,372,592 Shelagh Glaser 104,035,211 815,478 8,372,592 Amar K. Goel 101,931,849 2,918,840 8,372,592 Rajeev K. Goel 104,000,714 849,975 8,372,592 Anton Hanebrink 104,643,385 207,304 8,372,592 Ramon Jones 104,155,624 695,065 8,372,592 Nick Mehta 104,589,357 261,332 8,372,592 Jacob Shulman 104,031,147 819,542 8,372,592 Proposal Two – Ratification of Appointment of Independent Registered Accounting Firm The Company's stockholders ratified the appointment of Deloitte & Touche LLP as the Company's independent registered accounting firm for the year ending December 31, 2024 by the following votes: Votes For Votes Against Abstentions Broker Non-Votes 112,970,082 189,903 63,296 0 Proposal Three – Advisory Vote on the Compensation of the Named Executive Officers The Company's stockholders approved, on an advisory basis, the compensation paid by the Company to its named executive officers, by the following votes: Votes For Votes Against Abstentions Broker Non-Votes 103,010,019 1,805,222 35,448 8,372,592 Proposal Four – Proposed Amendment to the Company's Restated Certificate of Incorporation The Company's stockholders

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 3.1 Amendment to the Restated Certificate of Incorporation. 104 Cover Page Interactive Data File (embedded within the inline XBRL document). SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. PUBMATIC, INC. Date: June 5, 2024 By: /s/ Andrew Woods Andrew Woods General Counsel and Secretary

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