0001209191-20-062626.txt : 20201209 0001209191-20-062626.hdr.sgml : 20201209 20201209195854 ACCESSION NUMBER: 0001209191-20-062626 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20201208 FILED AS OF DATE: 20201209 DATE AS OF CHANGE: 20201209 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NEXUS INDIA CAPITAL I L P CENTRAL INDEX KEY: 0001385695 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39748 FILM NUMBER: 201379113 BUSINESS ADDRESS: STREET 1: CRICKET SQUARE HUTCHINS DR STREET 2: P O BOX 2681 CITY: GRAND CAY CAY ISL KY1-1111 STATE: E9 ZIP: 00000 BUSINESS PHONE: 650-520-8066 MAIL ADDRESS: STREET 1: CRICKET SQUARE HUTCHINS DR STREET 2: P O BOX 2681 CITY: GRAND CAY CAY ISL KY1-1111 STATE: E9 ZIP: 00000 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Nexus India Management I, LP CENTRAL INDEX KEY: 0001834413 STATE OF INCORPORATION: K7 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39748 FILM NUMBER: 201379114 BUSINESS ADDRESS: STREET 1: C/O PUBMATIC, INC. STREET 2: 3 LAGOON DRIVE, SUITE 180 CITY: REDWOOD CITY STATE: CA ZIP: 94065 BUSINESS PHONE: 650-331-3485 MAIL ADDRESS: STREET 1: C/O PUBMATIC, INC. STREET 2: 3 LAGOON DRIVE, SUITE 180 CITY: REDWOOD CITY STATE: CA ZIP: 94065 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Nexus India Master Management I, Ltd CENTRAL INDEX KEY: 0001834405 STATE OF INCORPORATION: K7 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39748 FILM NUMBER: 201379115 BUSINESS ADDRESS: STREET 1: C/O PUBMATIC, INC. STREET 2: 3 LAGOON DRIVE, SUITE 180 CITY: REDWOOD CITY STATE: CA ZIP: 94065 BUSINESS PHONE: 650-331-3485 MAIL ADDRESS: STREET 1: C/O PUBMATIC, INC. STREET 2: 3 LAGOON DRIVE, SUITE 180 CITY: REDWOOD CITY STATE: CA ZIP: 94065 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 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2020-12-08 0 0001422930 PubMatic, Inc. PUBM 0001385695 NEXUS INDIA CAPITAL I L P 3000 SAND HILL ROAD, BLDG 1, #260 MENLO PARK CA 94025 0 0 1 0 0001834413 Nexus India Management I, LP 3000 SAND HILL ROAD, BLDG 1, #260 MENLO PARK CA 94025 0 0 1 0 0001834405 Nexus India Master Management I, Ltd 3000 SAND HILL ROAD, BLDG 1, #260 MENLO PARK CA 94025 0 0 1 0 Series A Preferred Stock Class B Common Stock 3749055 D Series B Preferred Stock Class B Common Stock 3779676 D Series C Preferred Stock Class B Common Stock 3182237 D Series D Preferred Stock Class B Common Stock 872396 D Series D Prime Preferred Stock Class B Common Stock 41479 D 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 will automatically convert 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. 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). Narendra Gupta, a member of the Issuer's board of directors, holds sole voting, and investment power in Nexus Master, and thus may be deemed to hold sole voting and investment power over these shares. /s/ Nexus India Capital I, L.P. by Thomas Chow, Attorney-in-Fact 2020-12-09 /s/ Nexus India Management I, L.P. by Thomas Chow, Attorney-in-Fact 2020-12-09 /s/ Nexus India Master Management I, L.P. by Thomas Chow, Attorney-in-Fact 2020-12-09 EX-24.3_949310 2 poa.txt POA DOCUMENT LIMITED POWER OF ATTORNEY The undersigned hereby constitutes and appoints Thomas Chow and Steven Pantelick, as long as they are providing services to PubMatic, Inc. or its related entities (the "Company"), or either of them, 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 each 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 each 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 each of 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 each such attorney-in-fact may rely entirely on information furnished orally or in writing by the undersigned to each such attorney-in-fact. The undersigned also agrees to indemnify and hold harmless the Company and each 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 attorneys-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 23rd day of November, 2020. Nexus India Capital I, L.P. By: /s/ Narendra K. Gupta Name: Narendra K. Gupta Title: Director EX-24.2 3 attachment1.htm EX-24.2 DOCUMENT
LIMITED POWER OF ATTORNEY
The undersigned hereby constitutes and appoints Thomas Chow and Steven
Pantelick, as long as they are providing services to PubMatic, Inc. or its
related entities (the "Company"), or either of them, 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 each 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 each 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 each of 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 each such attorney-in-fact may rely entirely on
information furnished orally or in writing by the undersigned to each such
attorney-in-fact.  The undersigned also agrees to indemnify and hold harmless
the Company and each 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 attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 23rd day of November, 2020.
Nexus India Management I, L.P.
By:  /s/ Narendra K. Gupta
Name: Narendra K. Gupta
Title:  Director

EX-24.3 4 attachment2.htm EX-24.3 DOCUMENT
LIMITED POWER OF ATTORNEY
The undersigned hereby constitutes and appoints Thomas Chow and Steven
Pantelick, as long as they are providing services to PubMatic, Inc. or its
related entities (the "Company"), or either of them, 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 each 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 each 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 each of 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 each such attorney-in-fact may rely entirely on
information furnished orally or in writing by the undersigned to each such
attorney-in-fact.  The undersigned also agrees to indemnify and hold harmless
the Company and each 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 attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 23rd day of November, 2020.
Nexus India Master Management I, L.P.
By:  /s/ Narendra K. Gupta
Name: Narendra K. Gupta
Title:  Director