Sec Form 4 Filing - Wilson Brett @ TUBEMOGUL INC - 2015-06-16

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Wilson Brett
2. Issuer Name and Ticker or Trading Symbol
TUBEMOGUL INC [ TUBE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President, CEO & Director
(Last) (First) (Middle)
1250 53RD STREET, SUITE 2
3. Date of Earliest Transaction (MM/DD/YY)
06/16/2015
(Street)
EMERYVILLE, CA94608
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
Common Stock 03/12/2015 G V 14,500 D $ 0 1,657,900 D
Common Stock 03/12/2015 G V 1,500 A $ 0 16,500 I by Child A
Common Stock 03/12/2015 G V 1,500 A $ 0 16,500 I by Child B
Common Stock 03/12/2015 G V 1,500 A $ 0 16,500 I by Child C
Common Stock 03/12/2015 G V 250 A $ 0 250 I by Niece
Common Stock 03/12/2015 G V 250 A $ 0 250 I by Nephew
Common Stock 06/16/2015 S 201,650 D $ 14.9231 ( 1 ) 1,456,250 D
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Wilson Brett
1250 53RD STREET, SUITE 2
EMERYVILLE, CA94608
X President, CEO & Director
Signatures
Eric Deeds, as Power of Attorney on behalf of Brett Wilson 06/18/2015
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The Reporting Person's sale of the Issuer's common stock reported herein was matchable under Section 16(b) of the Securities Exchange Act of 1934, as amended, to the extent of 2,400 shares, with the Reporting Person's purchase of 2,400 shares of the Issuer's common stock at a price of $12.436 per share on March 3, 2015. The Reporting Person has made arrangements with the Issuer to disgorge to the Issuer, upon settlement of the sale, $5,969.10 representing the full amount of the profit realized in connection with the short-swing transaction.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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