MGY

SEC source: 0000899243-18-021051 · doc4.xml · nonDerivative · entry 1

Leat Chad A · CIK 0001455414 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 40,000

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: On July 31, 2018 upon the closing of the initial business combination (the "Business Combination") of TPG Pace Energy Holdings Corp. (the "Issuer"), the shares of Class F common stock, par value $0.0001 per share (the "Class F Shares"), of the Issuer held by the Reporting Person automatically converted into an equal number of shares of Class A common stock, par value $0.0001 per share (the "Class A Shares"), of the Issuer. Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the Class F Shares had been convertible into Class A Shares on a one-for-one basis, subject to adjustment, at any time at the option of the holder thereof. In connection with the Business Combination, the Issuer changed its name to Magnolia Oil & Gas Corporation.

SEC source: 0000899243-18-021041 · doc4.xml · derivative · entry 2

SMITH DAN F · CIK 0001188511 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Class A Common Stock · 40,000 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: On July 31, 2018 upon the closing of the initial business combination (the "Business Combination") of TPG Pace Energy Holdings Corp. (the "Issuer"), the shares of Class F common stock, par value $0.0001 per share (the "Class F Shares"), of the Issuer held by the Reporting Person automatically converted into an equal number of shares of Class A common stock, par value $0.0001 per share (the "Class A Shares"), of the Issuer. Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the Class F Shares had been convertible into Class A Shares on a one-for-one basis, subject to adjustment, at any time at the option of the holder thereof. In connection with the Business Combination, the Issuer changed its name to Magnolia Oil & Gas Corporation.

F1 · price: On July 31, 2018 upon the closing of the initial business combination (the "Business Combination") of TPG Pace Energy Holdings Corp. (the "Issuer"), the shares of Class F common stock, par value $0.0001 per share (the "Class F Shares"), of the Issuer held by the Reporting Person automatically converted into an equal number of shares of Class A common stock, par value $0.0001 per share (the "Class A Shares"), of the Issuer. Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the Class F Shares had been convertible into Class A Shares on a one-for-one basis, subject to adjustment, at any time at the option of the holder thereof. In connection with the Business Combination, the Issuer changed its name to Magnolia Oil & Gas Corporation.

F1 · derivative.exercise_date: On July 31, 2018 upon the closing of the initial business combination (the "Business Combination") of TPG Pace Energy Holdings Corp. (the "Issuer"), the shares of Class F common stock, par value $0.0001 per share (the "Class F Shares"), of the Issuer held by the Reporting Person automatically converted into an equal number of shares of Class A common stock, par value $0.0001 per share (the "Class A Shares"), of the Issuer. Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the Class F Shares had been convertible into Class A Shares on a one-for-one basis, subject to adjustment, at any time at the option of the holder thereof. In connection with the Business Combination, the Issuer changed its name to Magnolia Oil & Gas Corporation.

F1 · derivative.expiration_date: On July 31, 2018 upon the closing of the initial business combination (the "Business Combination") of TPG Pace Energy Holdings Corp. (the "Issuer"), the shares of Class F common stock, par value $0.0001 per share (the "Class F Shares"), of the Issuer held by the Reporting Person automatically converted into an equal number of shares of Class A common stock, par value $0.0001 per share (the "Class A Shares"), of the Issuer. Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the Class F Shares had been convertible into Class A Shares on a one-for-one basis, subject to adjustment, at any time at the option of the holder thereof. In connection with the Business Combination, the Issuer changed its name to Magnolia Oil & Gas Corporation.

SEC source: 0000899243-18-021041 · doc4.xml · nonDerivative · entry 1

SMITH DAN F · CIK 0001188511 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 40,000

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: On July 31, 2018 upon the closing of the initial business combination (the "Business Combination") of TPG Pace Energy Holdings Corp. (the "Issuer"), the shares of Class F common stock, par value $0.0001 per share (the "Class F Shares"), of the Issuer held by the Reporting Person automatically converted into an equal number of shares of Class A common stock, par value $0.0001 per share (the "Class A Shares"), of the Issuer. Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the Class F Shares had been convertible into Class A Shares on a one-for-one basis, subject to adjustment, at any time at the option of the holder thereof. In connection with the Business Combination, the Issuer changed its name to Magnolia Oil & Gas Corporation.

SEC source: 0000899243-18-021046 · doc4.xml · derivative · entry 2

Acosta Arcilia · CIK 0001629039 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Class A Common Stock · 40,000 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: On July 31, 2018 upon the closing of the initial business combination (the "Business Combination") of TPG Pace Energy Holdings Corp. (the "Issuer"), the shares of Class F common stock, par value $0.0001 per share (the "Class F Shares"), of the Issuer held by the Reporting Person automatically converted into an equal number of shares of Class A common stock, par value $0.0001 per share (the "Class A Shares"), of the Issuer. Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the Class F Shares had been convertible into Class A Shares on a one-for-one basis, subject to adjustment, at any time at the option of the holder thereof. In connection with the Business Combination, the Issuer changed its name to Magnolia Oil & Gas Corporation.

F1 · price: On July 31, 2018 upon the closing of the initial business combination (the "Business Combination") of TPG Pace Energy Holdings Corp. (the "Issuer"), the shares of Class F common stock, par value $0.0001 per share (the "Class F Shares"), of the Issuer held by the Reporting Person automatically converted into an equal number of shares of Class A common stock, par value $0.0001 per share (the "Class A Shares"), of the Issuer. Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the Class F Shares had been convertible into Class A Shares on a one-for-one basis, subject to adjustment, at any time at the option of the holder thereof. In connection with the Business Combination, the Issuer changed its name to Magnolia Oil & Gas Corporation.

F1 · derivative.exercise_date: On July 31, 2018 upon the closing of the initial business combination (the "Business Combination") of TPG Pace Energy Holdings Corp. (the "Issuer"), the shares of Class F common stock, par value $0.0001 per share (the "Class F Shares"), of the Issuer held by the Reporting Person automatically converted into an equal number of shares of Class A common stock, par value $0.0001 per share (the "Class A Shares"), of the Issuer. Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the Class F Shares had been convertible into Class A Shares on a one-for-one basis, subject to adjustment, at any time at the option of the holder thereof. In connection with the Business Combination, the Issuer changed its name to Magnolia Oil & Gas Corporation.

F1 · derivative.expiration_date: On July 31, 2018 upon the closing of the initial business combination (the "Business Combination") of TPG Pace Energy Holdings Corp. (the "Issuer"), the shares of Class F common stock, par value $0.0001 per share (the "Class F Shares"), of the Issuer held by the Reporting Person automatically converted into an equal number of shares of Class A common stock, par value $0.0001 per share (the "Class A Shares"), of the Issuer. Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the Class F Shares had been convertible into Class A Shares on a one-for-one basis, subject to adjustment, at any time at the option of the holder thereof. In connection with the Business Combination, the Issuer changed its name to Magnolia Oil & Gas Corporation.

SEC source: 0000899243-18-021046 · doc4.xml · nonDerivative · entry 1

Acosta Arcilia · CIK 0001629039 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 40,000

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: On July 31, 2018 upon the closing of the initial business combination (the "Business Combination") of TPG Pace Energy Holdings Corp. (the "Issuer"), the shares of Class F common stock, par value $0.0001 per share (the "Class F Shares"), of the Issuer held by the Reporting Person automatically converted into an equal number of shares of Class A common stock, par value $0.0001 per share (the "Class A Shares"), of the Issuer. Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the Class F Shares had been convertible into Class A Shares on a one-for-one basis, subject to adjustment, at any time at the option of the holder thereof. In connection with the Business Combination, the Issuer changed its name to Magnolia Oil & Gas Corporation.

SEC source: 0000903423-18-000418 · magnolia4.xml · derivative · entry 4

TPG Group Holdings (SBS) Advisors, Inc. · CIK 0001495741 · Director · 10% owner

BONDERMAN DAVID · CIK 0000860866 · Director · 10% owner

COULTER JAMES G · CIK 0001099776 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanation of Responses

Disclosed balance after: 0

Underlying: Class A Common Stock · 16,090,000 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: On July 31, 2018 upon the closing of the initial business combination (the "Business Combination") of TPG Pace Energy Holdings Corp. (the "Issuer"), the shares of Class F common stock, par value $0.0001 per share (the "Class F Shares"), of the Issuer held by TPG Pace Energy Sponsor, LLC ("Pace Energy Sponsor") automatically converted into an equal number of shares of Class A common stock, par value $0.0001 per share (the "Class A Shares"), of the Issuer. Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the Class F Shares had been convertible into Class A Shares on a one-for-one basis, subject to adjustment, at any time at the option of the holder thereof. In connection with the Business Combination, the Issuer changed its name to Magnolia Oil & Gas Corporation.

F1 · price: On July 31, 2018 upon the closing of the initial business combination (the "Business Combination") of TPG Pace Energy Holdings Corp. (the "Issuer"), the shares of Class F common stock, par value $0.0001 per share (the "Class F Shares"), of the Issuer held by TPG Pace Energy Sponsor, LLC ("Pace Energy Sponsor") automatically converted into an equal number of shares of Class A common stock, par value $0.0001 per share (the "Class A Shares"), of the Issuer. Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the Class F Shares had been convertible into Class A Shares on a one-for-one basis, subject to adjustment, at any time at the option of the holder thereof. In connection with the Business Combination, the Issuer changed its name to Magnolia Oil & Gas Corporation.

F1 · derivative.exercise_date: On July 31, 2018 upon the closing of the initial business combination (the "Business Combination") of TPG Pace Energy Holdings Corp. (the "Issuer"), the shares of Class F common stock, par value $0.0001 per share (the "Class F Shares"), of the Issuer held by TPG Pace Energy Sponsor, LLC ("Pace Energy Sponsor") automatically converted into an equal number of shares of Class A common stock, par value $0.0001 per share (the "Class A Shares"), of the Issuer. Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the Class F Shares had been convertible into Class A Shares on a one-for-one basis, subject to adjustment, at any time at the option of the holder thereof. In connection with the Business Combination, the Issuer changed its name to Magnolia Oil & Gas Corporation.

F1 · derivative.expiration_date: On July 31, 2018 upon the closing of the initial business combination (the "Business Combination") of TPG Pace Energy Holdings Corp. (the "Issuer"), the shares of Class F common stock, par value $0.0001 per share (the "Class F Shares"), of the Issuer held by TPG Pace Energy Sponsor, LLC ("Pace Energy Sponsor") automatically converted into an equal number of shares of Class A common stock, par value $0.0001 per share (the "Class A Shares"), of the Issuer. Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the Class F Shares had been convertible into Class A Shares on a one-for-one basis, subject to adjustment, at any time at the option of the holder thereof. In connection with the Business Combination, the Issuer changed its name to Magnolia Oil & Gas Corporation.

F1 · ownership.nature: On July 31, 2018 upon the closing of the initial business combination (the "Business Combination") of TPG Pace Energy Holdings Corp. (the "Issuer"), the shares of Class F common stock, par value $0.0001 per share (the "Class F Shares"), of the Issuer held by TPG Pace Energy Sponsor, LLC ("Pace Energy Sponsor") automatically converted into an equal number of shares of Class A common stock, par value $0.0001 per share (the "Class A Shares"), of the Issuer. Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the Class F Shares had been convertible into Class A Shares on a one-for-one basis, subject to adjustment, at any time at the option of the holder thereof. In connection with the Business Combination, the Issuer changed its name to Magnolia Oil & Gas Corporation.

F2 · ownership.nature: David Bonderman and James G. Coulter are the sole shareholders of TPG Group Holdings (SBS) Advisors, Inc. ("Group Advisors" and, together with Messrs. Bonderman and Coulter, the "Reporting Persons"), which is the sole member of TPG Group Holdings (SBS) Advisors, LLC, which is the general partner of TPG Group Holdings (SBS), L.P., which is the sole shareholder of TPG Holdings III-A, Inc., which is the general partner of TPG Holdings III-A, L.P., which is the general partner of TPG Holdings III, L.P., which is the sole member of TPG Pace Governance, LLC, which is the managing member of Pace Energy Sponsor.

F4 · ownership.nature: Because of the relationship between the Reporting Persons, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of their respective direct or indirect pecuniary interests therein. Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.

F5 · ownership.nature: Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.

SEC source: 0000903423-18-000418 · magnolia4.xml · nonDerivative · entry 3

TPG Group Holdings (SBS) Advisors, Inc. · CIK 0001495741 · Director · 10% owner

BONDERMAN DAVID · CIK 0000860866 · Director · 10% owner

COULTER JAMES G · CIK 0001099776 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanation of Responses

Disclosed balance after: 16,558,000

F3 · ownership.nature: In connection with the Business Combination, David Bonderman acquired directly or indirectly 368,000 Class A Shares, and James G. Coulter acquired directly or indirectly 100,000 Class A Shares.

F4 · ownership.nature: Because of the relationship between the Reporting Persons, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of their respective direct or indirect pecuniary interests therein. Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.

F5 · ownership.nature: Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.

SEC source: 0000903423-18-000418 · magnolia4.xml · nonDerivative · entry 2

TPG Group Holdings (SBS) Advisors, Inc. · CIK 0001495741 · Director · 10% owner

BONDERMAN DAVID · CIK 0000860866 · Director · 10% owner

COULTER JAMES G · CIK 0001099776 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanation of Responses

Disclosed balance after: 16,558,000

F3 · ownership.nature: In connection with the Business Combination, David Bonderman acquired directly or indirectly 368,000 Class A Shares, and James G. Coulter acquired directly or indirectly 100,000 Class A Shares.

F4 · ownership.nature: Because of the relationship between the Reporting Persons, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of their respective direct or indirect pecuniary interests therein. Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.

F5 · ownership.nature: Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.

SEC source: 0000903423-18-000418 · magnolia4.xml · nonDerivative · entry 1

TPG Group Holdings (SBS) Advisors, Inc. · CIK 0001495741 · Director · 10% owner

BONDERMAN DAVID · CIK 0000860866 · Director · 10% owner

COULTER JAMES G · CIK 0001099776 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanation of Responses

Disclosed balance after: 16,090,000

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: On July 31, 2018 upon the closing of the initial business combination (the "Business Combination") of TPG Pace Energy Holdings Corp. (the "Issuer"), the shares of Class F common stock, par value $0.0001 per share (the "Class F Shares"), of the Issuer held by TPG Pace Energy Sponsor, LLC ("Pace Energy Sponsor") automatically converted into an equal number of shares of Class A common stock, par value $0.0001 per share (the "Class A Shares"), of the Issuer. Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the Class F Shares had been convertible into Class A Shares on a one-for-one basis, subject to adjustment, at any time at the option of the holder thereof. In connection with the Business Combination, the Issuer changed its name to Magnolia Oil & Gas Corporation.

F1 · ownership.nature: On July 31, 2018 upon the closing of the initial business combination (the "Business Combination") of TPG Pace Energy Holdings Corp. (the "Issuer"), the shares of Class F common stock, par value $0.0001 per share (the "Class F Shares"), of the Issuer held by TPG Pace Energy Sponsor, LLC ("Pace Energy Sponsor") automatically converted into an equal number of shares of Class A common stock, par value $0.0001 per share (the "Class A Shares"), of the Issuer. Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the Class F Shares had been convertible into Class A Shares on a one-for-one basis, subject to adjustment, at any time at the option of the holder thereof. In connection with the Business Combination, the Issuer changed its name to Magnolia Oil & Gas Corporation.

F2 · ownership.nature: David Bonderman and James G. Coulter are the sole shareholders of TPG Group Holdings (SBS) Advisors, Inc. ("Group Advisors" and, together with Messrs. Bonderman and Coulter, the "Reporting Persons"), which is the sole member of TPG Group Holdings (SBS) Advisors, LLC, which is the general partner of TPG Group Holdings (SBS), L.P., which is the sole shareholder of TPG Holdings III-A, Inc., which is the general partner of TPG Holdings III-A, L.P., which is the general partner of TPG Holdings III, L.P., which is the sole member of TPG Pace Governance, LLC, which is the managing member of Pace Energy Sponsor.

F4 · ownership.nature: Because of the relationship between the Reporting Persons, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of their respective direct or indirect pecuniary interests therein. Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.

F5 · ownership.nature: Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.

SEC source: 0000899243-18-021203 · doc4.xml · derivative · entry 2

Chase Valerie · CIK 0001748399 · VP - CAO & Controller

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 11,000

Underlying: Class A Common Stock · 11,000 shares

Expires not disclosed

F2 · derivative.exercise_price: Each PSU represents a contingent right to receive 1.5 shares of Class A Common Stock.

F3 · derivative.exercise_date: The Company has approved the grant of PSUs immediately following the Form S-8 Effective Date. Subject to the grantee's continued employment through July 31, 2021 (the "Vesting Date"), the PSUs will vest as follows: (a) 50% of the PSUs will vest on the Vesting Date if for 10 days within any period of 20 consecutive trading days from August 1, 2018 to July 31, 2021 (the "Performance Period") the closing price of Class A Common Stock (the "Closing Price") is equal to or greater than $12.00 (the "Threshold Level"), (b) 100% of the PSUs will vest on the Vesting Date if for 15 days within any period of 20 consecutive trading days during the Performance Period the Closing Price is equal to or greater than $13.00 (the "Target Level") and (c) 150% of the PSUs will vest on the Vesting Date if for 20 consecutive trading days during the Performance Period the Closing Price is equal to or greater than $14.00 (the "Maximum Level").

F4 · derivative.exercise_date: (Continued from footnote 3) If the Closing Price is between the Threshold Level and Target Level or the Target Level and Maximum Level for 10 days or 15 days, respectively, during any period of 20 consecutive trading days during the Performance Period the percent of PSUs that will vest will be determined using linear interpolation.

F3 · derivative.expiration_date: The Company has approved the grant of PSUs immediately following the Form S-8 Effective Date. Subject to the grantee's continued employment through July 31, 2021 (the "Vesting Date"), the PSUs will vest as follows: (a) 50% of the PSUs will vest on the Vesting Date if for 10 days within any period of 20 consecutive trading days from August 1, 2018 to July 31, 2021 (the "Performance Period") the closing price of Class A Common Stock (the "Closing Price") is equal to or greater than $12.00 (the "Threshold Level"), (b) 100% of the PSUs will vest on the Vesting Date if for 15 days within any period of 20 consecutive trading days during the Performance Period the Closing Price is equal to or greater than $13.00 (the "Target Level") and (c) 150% of the PSUs will vest on the Vesting Date if for 20 consecutive trading days during the Performance Period the Closing Price is equal to or greater than $14.00 (the "Maximum Level").

F4 · derivative.expiration_date: (Continued from footnote 3) If the Closing Price is between the Threshold Level and Target Level or the Target Level and Maximum Level for 10 days or 15 days, respectively, during any period of 20 consecutive trading days during the Performance Period the percent of PSUs that will vest will be determined using linear interpolation.

F3 · balance_after: The Company has approved the grant of PSUs immediately following the Form S-8 Effective Date. Subject to the grantee's continued employment through July 31, 2021 (the "Vesting Date"), the PSUs will vest as follows: (a) 50% of the PSUs will vest on the Vesting Date if for 10 days within any period of 20 consecutive trading days from August 1, 2018 to July 31, 2021 (the "Performance Period") the closing price of Class A Common Stock (the "Closing Price") is equal to or greater than $12.00 (the "Threshold Level"), (b) 100% of the PSUs will vest on the Vesting Date if for 15 days within any period of 20 consecutive trading days during the Performance Period the Closing Price is equal to or greater than $13.00 (the "Target Level") and (c) 150% of the PSUs will vest on the Vesting Date if for 20 consecutive trading days during the Performance Period the Closing Price is equal to or greater than $14.00 (the "Maximum Level").

F4 · balance_after: (Continued from footnote 3) If the Closing Price is between the Threshold Level and Target Level or the Target Level and Maximum Level for 10 days or 15 days, respectively, during any period of 20 consecutive trading days during the Performance Period the percent of PSUs that will vest will be determined using linear interpolation.

SEC source: 0000899243-18-021203 · doc4.xml · nonDerivative · entry 1

Chase Valerie · CIK 0001748399 · VP - CAO & Controller

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 11,000

F1 · shares: Represents restricted stock units ("RSUs") granted under the Magnolia Oil & Gas Corporation Long Term Incentive Plan. Each RSU represents a contingent right to receive one share of Class A common stock ("Class A Common Stock") of Magnolia Oil & Gas Corporation (the "Company"). The Company has approved the grant of RSUs immediately following the effectiveness of the Company's Form S-8 registering shares of Class A Common Stock under the Magnolia Oil & Gas Corporation Long Term Incentive Plan (the "Form S-8 Effective Date"). The RSUs will vest in three equal annual installments beginning on August 1, 2019.

SEC source: 0000903423-18-000419 · davidson.xml · nonDerivative · entry 1

Davidson Martin · CIK 0001704120 · Former Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,000

F1 · security: Martin Davidson is a TPG Partner. TPG is affiliated with TPG Pace Energy Sponsor, LLC, which directly holds an aggregate of 16,090,000 shares of Class A Common Stock, par value $0.0001 per share, of Magnolia Oil & Gas Corporation (the "Issuer").

F2 · security: Mr. Davidson disclaims beneficial ownership of all of the securities that are or may be beneficially owned by TPG Pace Energy Sponsor, LLC or any of its affiliates. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that Mr. Davidson is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any equity securities of the Issuer for purposes of Section 16 of the Exchange Act or otherwise.

SEC source: 0000903423-18-000421 · macdougall.xml · nonDerivative · entry 1

MacDougall Michael G. · CIK 0001429772 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanation of Responses

Disclosed balance after: 97,500

F1 · security: Michael MacDougall is a TPG Partner. TPG is affiliated with TPG Pace Energy Sponsor, LLC, which directly holds an aggregate of 16,090,000 shares of Class A Common Stock, par value $0.0001 per share, of Magnolia Oil & Gas Corporation (the "Issuer").

F2 · security: Mr. MacDougall disclaims beneficial ownership of all of the securities that are or may be beneficially owned by TPG Pace Energy Sponsor, LLC or any of its affiliates. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that Mr. MacDougall is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any equity securities of the Issuer for purposes of Section 16 of the Exchange Act or otherwise.

F3 · ownership.nature: Held through a personal vehicle.

SEC source: 0000899243-18-021191 · doc4.xml · derivative · entry 2

Stavros Christopher G · CIK 0001613357 · Executive VP, CFO & Secretary

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 112,500

Underlying: Class A Common Stock · 112,500 shares

Expires not disclosed

F2 · derivative.exercise_price: Each PSU represents a contingent right to receive 1.5 shares of Class A Common Stock.

F3 · derivative.exercise_date: The Company has approved the grant of PSUs immediately following the Form S-8 Effective Date. Subject to the grantee's continued employment through July 31, 2021 (the "Vesting Date"), the PSUs will vest as follows: (a) 50% of the PSUs will vest on the Vesting Date if for 10 days within any period of 20 consecutive trading days from August 1, 2018 to July 31, 2021 (the "Performance Period") the closing price of Class A Common Stock (the "Closing Price") is equal to or greater than $12.00 (the "Threshold Level"), (b) 100% of the PSUs will vest on the Vesting Date if for 15 days within any period of 20 consecutive trading days during the Performance Period the Closing Price is equal to or greater than $13.00 (the "Target Level") and (c) 150% of the PSUs will vest on the Vesting Date if for 20 consecutive trading days during the Performance Period the Closing Price is equal to or greater than $14.00 (the "Maximum Level").

F4 · derivative.exercise_date: (Continued from footnote 3) If the Closing Price is between the Threshold Level and Target Level or the Target Level and Maximum Level for 10 days or 15 days, respectively, during any period of 20 consecutive trading days during the Performance Period the percent of PSUs that will vest will be determined using linear interpolation.

F3 · derivative.expiration_date: The Company has approved the grant of PSUs immediately following the Form S-8 Effective Date. Subject to the grantee's continued employment through July 31, 2021 (the "Vesting Date"), the PSUs will vest as follows: (a) 50% of the PSUs will vest on the Vesting Date if for 10 days within any period of 20 consecutive trading days from August 1, 2018 to July 31, 2021 (the "Performance Period") the closing price of Class A Common Stock (the "Closing Price") is equal to or greater than $12.00 (the "Threshold Level"), (b) 100% of the PSUs will vest on the Vesting Date if for 15 days within any period of 20 consecutive trading days during the Performance Period the Closing Price is equal to or greater than $13.00 (the "Target Level") and (c) 150% of the PSUs will vest on the Vesting Date if for 20 consecutive trading days during the Performance Period the Closing Price is equal to or greater than $14.00 (the "Maximum Level").

F4 · derivative.expiration_date: (Continued from footnote 3) If the Closing Price is between the Threshold Level and Target Level or the Target Level and Maximum Level for 10 days or 15 days, respectively, during any period of 20 consecutive trading days during the Performance Period the percent of PSUs that will vest will be determined using linear interpolation.

F3 · balance_after: The Company has approved the grant of PSUs immediately following the Form S-8 Effective Date. Subject to the grantee's continued employment through July 31, 2021 (the "Vesting Date"), the PSUs will vest as follows: (a) 50% of the PSUs will vest on the Vesting Date if for 10 days within any period of 20 consecutive trading days from August 1, 2018 to July 31, 2021 (the "Performance Period") the closing price of Class A Common Stock (the "Closing Price") is equal to or greater than $12.00 (the "Threshold Level"), (b) 100% of the PSUs will vest on the Vesting Date if for 15 days within any period of 20 consecutive trading days during the Performance Period the Closing Price is equal to or greater than $13.00 (the "Target Level") and (c) 150% of the PSUs will vest on the Vesting Date if for 20 consecutive trading days during the Performance Period the Closing Price is equal to or greater than $14.00 (the "Maximum Level").

F4 · balance_after: (Continued from footnote 3) If the Closing Price is between the Threshold Level and Target Level or the Target Level and Maximum Level for 10 days or 15 days, respectively, during any period of 20 consecutive trading days during the Performance Period the percent of PSUs that will vest will be determined using linear interpolation.

SEC source: 0000899243-18-021191 · doc4.xml · nonDerivative · entry 1

Stavros Christopher G · CIK 0001613357 · Executive VP, CFO & Secretary

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 113,500

F1 · shares: Represents restricted stock units ("RSUs") granted under the Magnolia Oil & Gas Corporation Long Term Incentive Plan. Each RSU represents a contingent right to receive one share of Class A common stock ("Class A Common Stock") of Magnolia Oil & Gas Corporation (the "Company"). The Company has approved the grant of RSUs immediately following the effectiveness of the Company's Form S-8 registering shares of Class A Common Stock under the Magnolia Oil & Gas Corporation Long Term Incentive Plan (the "Form S-8 Effective Date"). The RSUs will vest in three equal annual installments beginning on August 1, 2019.

SEC source: 0000903423-18-000420 · tamraz.xml · nonDerivative · entry 1

Tamraz Eduardo · CIK 0001704403 · Former Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 15,000

F1 · security: Eduardo Tamraz is a senior executive on the investment team for TPG Pace Group. TPG is affiliated with TPG Pace Energy Sponsor, LLC, which directly holds an aggregate of 16,090,000 shares of Class A Common Stock, par value $0.0001 per share, of Magnolia Oil & Gas Corporation (the "Issuer").

F2 · security: Mr. Tamraz disclaims beneficial ownership of all of the securities that are or may be beneficially owned by TPG Pace Energy Sponsor, LLC or any of its affiliates. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that Mr. Tamraz is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any equity securities of the Issuer for purposes of Section 16 of the Exchange Act or otherwise.

SEC source: 0000899243-19-005036 · doc4.xml · derivative · entry 3

Stavros Christopher G · CIK 0001613357 · EVP, Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Class A Common Stock · 168,750 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F2 · derivative.exercise_price: Reflects performance share units ("PSUs") previously reported in Table II of Mr. Stavros's Form 4 filed on August 2, 2018 (the "Prior Form 4"). These PSUs are no longer subject to performance vesting conditions; however, the PSUs remain subject to the time-based vesting conditions previously disclosed in the Prior Form 4. As such, the 112,500 PSUs initially granted now represent a contingent right to receive 168,750 shares of Class A Common Stock, subject to the officer's continued employment through the applicable vesting date.

F2 · shares: Reflects performance share units ("PSUs") previously reported in Table II of Mr. Stavros's Form 4 filed on August 2, 2018 (the "Prior Form 4"). These PSUs are no longer subject to performance vesting conditions; however, the PSUs remain subject to the time-based vesting conditions previously disclosed in the Prior Form 4. As such, the 112,500 PSUs initially granted now represent a contingent right to receive 168,750 shares of Class A Common Stock, subject to the officer's continued employment through the applicable vesting date.

F2 · derivative.exercise_date: Reflects performance share units ("PSUs") previously reported in Table II of Mr. Stavros's Form 4 filed on August 2, 2018 (the "Prior Form 4"). These PSUs are no longer subject to performance vesting conditions; however, the PSUs remain subject to the time-based vesting conditions previously disclosed in the Prior Form 4. As such, the 112,500 PSUs initially granted now represent a contingent right to receive 168,750 shares of Class A Common Stock, subject to the officer's continued employment through the applicable vesting date.

F2 · derivative.expiration_date: Reflects performance share units ("PSUs") previously reported in Table II of Mr. Stavros's Form 4 filed on August 2, 2018 (the "Prior Form 4"). These PSUs are no longer subject to performance vesting conditions; however, the PSUs remain subject to the time-based vesting conditions previously disclosed in the Prior Form 4. As such, the 112,500 PSUs initially granted now represent a contingent right to receive 168,750 shares of Class A Common Stock, subject to the officer's continued employment through the applicable vesting date.

F2 · derivative.underlying_shares: Reflects performance share units ("PSUs") previously reported in Table II of Mr. Stavros's Form 4 filed on August 2, 2018 (the "Prior Form 4"). These PSUs are no longer subject to performance vesting conditions; however, the PSUs remain subject to the time-based vesting conditions previously disclosed in the Prior Form 4. As such, the 112,500 PSUs initially granted now represent a contingent right to receive 168,750 shares of Class A Common Stock, subject to the officer's continued employment through the applicable vesting date.

SEC source: 0000899243-19-005036 · doc4.xml · nonDerivative · entry 2

Stavros Christopher G · CIK 0001613357 · EVP, Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 371,351

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F2 · shares: Reflects performance share units ("PSUs") previously reported in Table II of Mr. Stavros's Form 4 filed on August 2, 2018 (the "Prior Form 4"). These PSUs are no longer subject to performance vesting conditions; however, the PSUs remain subject to the time-based vesting conditions previously disclosed in the Prior Form 4. As such, the 112,500 PSUs initially granted now represent a contingent right to receive 168,750 shares of Class A Common Stock, subject to the officer's continued employment through the applicable vesting date.

F2 · price: Reflects performance share units ("PSUs") previously reported in Table II of Mr. Stavros's Form 4 filed on August 2, 2018 (the "Prior Form 4"). These PSUs are no longer subject to performance vesting conditions; however, the PSUs remain subject to the time-based vesting conditions previously disclosed in the Prior Form 4. As such, the 112,500 PSUs initially granted now represent a contingent right to receive 168,750 shares of Class A Common Stock, subject to the officer's continued employment through the applicable vesting date.

SEC source: 0001209191-19-044576 · doc4.xml · derivative · entry 3

Chase Valerie · CIK 0001748399 · VP - CAO & Controller

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Class A Common Stock · 16,500 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: Reflects performance share units ("PSUs") previously granted under the Magnolia Oil & Gas Corporation Long Term Incentive Plan (the "Plan") and reported in Table II of Ms. Chase's Form 4 filed on August 2, 2018 (the "Prior Form 4"). These PSUs are no longer subject to performance vesting conditions; however, the PSUs remain subject to the time-based vesting conditions previously disclosed in the Prior Form 4. As such, the 11,000 PSUs initially granted now represent a contingent right to receive 16,500 shares of Class A Common Stock, subject to the officer's continued employment through the applicable vesting date.

F1 · shares: Reflects performance share units ("PSUs") previously granted under the Magnolia Oil & Gas Corporation Long Term Incentive Plan (the "Plan") and reported in Table II of Ms. Chase's Form 4 filed on August 2, 2018 (the "Prior Form 4"). These PSUs are no longer subject to performance vesting conditions; however, the PSUs remain subject to the time-based vesting conditions previously disclosed in the Prior Form 4. As such, the 11,000 PSUs initially granted now represent a contingent right to receive 16,500 shares of Class A Common Stock, subject to the officer's continued employment through the applicable vesting date.

F1 · derivative.exercise_date: Reflects performance share units ("PSUs") previously granted under the Magnolia Oil & Gas Corporation Long Term Incentive Plan (the "Plan") and reported in Table II of Ms. Chase's Form 4 filed on August 2, 2018 (the "Prior Form 4"). These PSUs are no longer subject to performance vesting conditions; however, the PSUs remain subject to the time-based vesting conditions previously disclosed in the Prior Form 4. As such, the 11,000 PSUs initially granted now represent a contingent right to receive 16,500 shares of Class A Common Stock, subject to the officer's continued employment through the applicable vesting date.

F1 · derivative.expiration_date: Reflects performance share units ("PSUs") previously granted under the Magnolia Oil & Gas Corporation Long Term Incentive Plan (the "Plan") and reported in Table II of Ms. Chase's Form 4 filed on August 2, 2018 (the "Prior Form 4"). These PSUs are no longer subject to performance vesting conditions; however, the PSUs remain subject to the time-based vesting conditions previously disclosed in the Prior Form 4. As such, the 11,000 PSUs initially granted now represent a contingent right to receive 16,500 shares of Class A Common Stock, subject to the officer's continued employment through the applicable vesting date.

F1 · derivative.underlying_shares: Reflects performance share units ("PSUs") previously granted under the Magnolia Oil & Gas Corporation Long Term Incentive Plan (the "Plan") and reported in Table II of Ms. Chase's Form 4 filed on August 2, 2018 (the "Prior Form 4"). These PSUs are no longer subject to performance vesting conditions; however, the PSUs remain subject to the time-based vesting conditions previously disclosed in the Prior Form 4. As such, the 11,000 PSUs initially granted now represent a contingent right to receive 16,500 shares of Class A Common Stock, subject to the officer's continued employment through the applicable vesting date.

SEC source: 0001209191-19-044576 · doc4.xml · nonDerivative · entry 2

Chase Valerie · CIK 0001748399 · VP - CAO & Controller

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 43,532

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · shares: Reflects performance share units ("PSUs") previously granted under the Magnolia Oil & Gas Corporation Long Term Incentive Plan (the "Plan") and reported in Table II of Ms. Chase's Form 4 filed on August 2, 2018 (the "Prior Form 4"). These PSUs are no longer subject to performance vesting conditions; however, the PSUs remain subject to the time-based vesting conditions previously disclosed in the Prior Form 4. As such, the 11,000 PSUs initially granted now represent a contingent right to receive 16,500 shares of Class A Common Stock, subject to the officer's continued employment through the applicable vesting date.

F1 · price: Reflects performance share units ("PSUs") previously granted under the Magnolia Oil & Gas Corporation Long Term Incentive Plan (the "Plan") and reported in Table II of Ms. Chase's Form 4 filed on August 2, 2018 (the "Prior Form 4"). These PSUs are no longer subject to performance vesting conditions; however, the PSUs remain subject to the time-based vesting conditions previously disclosed in the Prior Form 4. As such, the 11,000 PSUs initially granted now represent a contingent right to receive 16,500 shares of Class A Common Stock, subject to the officer's continued employment through the applicable vesting date.

SEC source: 0000903423-17-000545 · chazen4.xml · nonDerivative · entry 2

CHAZEN STEPHEN I · CIK 0001026545 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 159,900

SEC source: 0000903423-17-000545 · chazen4.xml · derivative · entry 3

CHAZEN STEPHEN I · CIK 0001026545 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 42,633.33

Underlying: Class A Common Stock · 4,666.67 shares

Expires not disclosed

F2 · derivative.exercise_price: Each whole Warrant is initially exercisable for one Class A Share at an exercise price of $11.50 per Class A Share, subject to certain adjustments. The Warrants may be exercised during the period (i) commencing on the later of (a) the date that is 30 days after the first date on which the Issuer completes a business combination and (b) May 10, 2018 and (ii) expiring five years after the completion of the Issuer's business combination or earlier upon redemption or liquidation.

F1 · price: On August 23, 2017, Mr. Chazen acquired, at a weighted average price of $10.229998 per unit, 14,000 units, with each unit (a "Unit") consisting of (i) one share of Class A common stock, par value $0.0001 per share (the "Class A Shares"), of TPG Pace Energy Holdings Corp. (the "Issuer") and (ii) one-third of one warrant (the "Warrants"). The Units were purchased in multiple transactions at prices ranging from $10.229970 to $10.23, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission (the "Commission"), upon request, full information regarding the number of Units acquired at each separate price within the range set forth above.

F2 · derivative.exercise_date: Each whole Warrant is initially exercisable for one Class A Share at an exercise price of $11.50 per Class A Share, subject to certain adjustments. The Warrants may be exercised during the period (i) commencing on the later of (a) the date that is 30 days after the first date on which the Issuer completes a business combination and (b) May 10, 2018 and (ii) expiring five years after the completion of the Issuer's business combination or earlier upon redemption or liquidation.

F2 · derivative.expiration_date: Each whole Warrant is initially exercisable for one Class A Share at an exercise price of $11.50 per Class A Share, subject to certain adjustments. The Warrants may be exercised during the period (i) commencing on the later of (a) the date that is 30 days after the first date on which the Issuer completes a business combination and (b) May 10, 2018 and (ii) expiring five years after the completion of the Issuer's business combination or earlier upon redemption or liquidation.

SEC source: 0000903423-17-000545 · chazen4.xml · nonDerivative · entry 1

CHAZEN STEPHEN I · CIK 0001026545 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 144,900

F1 · price: On August 23, 2017, Mr. Chazen acquired, at a weighted average price of $10.229998 per unit, 14,000 units, with each unit (a "Unit") consisting of (i) one share of Class A common stock, par value $0.0001 per share (the "Class A Shares"), of TPG Pace Energy Holdings Corp. (the "Issuer") and (ii) one-third of one warrant (the "Warrants"). The Units were purchased in multiple transactions at prices ranging from $10.229970 to $10.23, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission (the "Commission"), upon request, full information regarding the number of Units acquired at each separate price within the range set forth above.

SEC source: 0000903423-17-000541 · chazen4.xml · derivative · entry 6

CHAZEN STEPHEN I · CIK 0001026545 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 37,966.67

Underlying: Class A Common Stock · 3,966.67 shares

Expires not disclosed

F4 · derivative.exercise_price: Each whole Warrant is initially exercisable for one Class A Share at an exercise price of $11.50 per Class A Share, subject to certain adjustments. The Warrants may be exercised during the period (i) commencing on the later of (a) the date that is 30 days after the first date on which the Issuer completes a business combination and (b) May 10, 2018 and (ii) expiring five years after the completion of the Issuer's business combination or earlier upon redemption or liquidation.

F3 · price: On August 21, 2017, Mr. Chazen acquired, at a weighted average price of $10.249985 per Unit, 11,900 Units. The Units were purchased in multiple transactions at prices ranging from $10.249900 to $10.25, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Commission, upon request, full information regarding the number of Units acquired at each separate price within the range set forth above.

F4 · derivative.exercise_date: Each whole Warrant is initially exercisable for one Class A Share at an exercise price of $11.50 per Class A Share, subject to certain adjustments. The Warrants may be exercised during the period (i) commencing on the later of (a) the date that is 30 days after the first date on which the Issuer completes a business combination and (b) May 10, 2018 and (ii) expiring five years after the completion of the Issuer's business combination or earlier upon redemption or liquidation.

F4 · derivative.expiration_date: Each whole Warrant is initially exercisable for one Class A Share at an exercise price of $11.50 per Class A Share, subject to certain adjustments. The Warrants may be exercised during the period (i) commencing on the later of (a) the date that is 30 days after the first date on which the Issuer completes a business combination and (b) May 10, 2018 and (ii) expiring five years after the completion of the Issuer's business combination or earlier upon redemption or liquidation.

SEC source: 0000903423-17-000541 · chazen4.xml · nonDerivative · entry 4

CHAZEN STEPHEN I · CIK 0001026545 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 130,900

F3 · price: On August 21, 2017, Mr. Chazen acquired, at a weighted average price of $10.249985 per Unit, 11,900 Units. The Units were purchased in multiple transactions at prices ranging from $10.249900 to $10.25, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Commission, upon request, full information regarding the number of Units acquired at each separate price within the range set forth above.

SEC source: 0000903423-17-000541 · chazen4.xml · nonDerivative · entry 3

CHAZEN STEPHEN I · CIK 0001026545 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 119,000

SEC source: 0000903423-17-000541 · chazen4.xml · derivative · entry 5

CHAZEN STEPHEN I · CIK 0001026545 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 34,000

Underlying: Class A Common Stock · 666.67 shares

Expires not disclosed

F4 · derivative.exercise_price: Each whole Warrant is initially exercisable for one Class A Share at an exercise price of $11.50 per Class A Share, subject to certain adjustments. The Warrants may be exercised during the period (i) commencing on the later of (a) the date that is 30 days after the first date on which the Issuer completes a business combination and (b) May 10, 2018 and (ii) expiring five years after the completion of the Issuer's business combination or earlier upon redemption or liquidation.

F2 · price: On August 18, 2017, Mr. Chazen acquired, at a weighted average price of $10.299945 per unit, 2,000 units, with each unit (a "Unit") consisting of (i) one Class A Share and (ii) one-third of one warrant (the "Warrants"). The Units were purchased in multiple transactions at prices ranging from $10.299900 to $10.299989, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Commission, upon request, full information regarding the number of Units acquired at each separate price within the range set forth above.

F4 · derivative.exercise_date: Each whole Warrant is initially exercisable for one Class A Share at an exercise price of $11.50 per Class A Share, subject to certain adjustments. The Warrants may be exercised during the period (i) commencing on the later of (a) the date that is 30 days after the first date on which the Issuer completes a business combination and (b) May 10, 2018 and (ii) expiring five years after the completion of the Issuer's business combination or earlier upon redemption or liquidation.

F4 · derivative.expiration_date: Each whole Warrant is initially exercisable for one Class A Share at an exercise price of $11.50 per Class A Share, subject to certain adjustments. The Warrants may be exercised during the period (i) commencing on the later of (a) the date that is 30 days after the first date on which the Issuer completes a business combination and (b) May 10, 2018 and (ii) expiring five years after the completion of the Issuer's business combination or earlier upon redemption or liquidation.

SEC source: 0000903423-17-000541 · chazen4.xml · nonDerivative · entry 2

CHAZEN STEPHEN I · CIK 0001026545 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 117,000

F2 · price: On August 18, 2017, Mr. Chazen acquired, at a weighted average price of $10.299945 per unit, 2,000 units, with each unit (a "Unit") consisting of (i) one Class A Share and (ii) one-third of one warrant (the "Warrants"). The Units were purchased in multiple transactions at prices ranging from $10.299900 to $10.299989, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Commission, upon request, full information regarding the number of Units acquired at each separate price within the range set forth above.

SEC source: 0000903423-17-000541 · chazen4.xml · nonDerivative · entry 1

CHAZEN STEPHEN I · CIK 0001026545 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 115,000

F1 · price: The price reported in Column 4 is a weighted average price. These shares of the Class A common stock, par value $0.0001 per share (the "Class A Shares"), of TPG Pace Energy Holdings Corp. (the "Issuer") were purchased in multiple transactions at prices ranging from $9.7999 to $9.80, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission (the "Commission"), upon request, full information regarding the number of Class A Shares acquired at each separate price within the range set forth above.

SEC source: 0000903423-17-000423 · tpgpace.xml · derivative · entry 1

TPG Group Holdings (SBS) Advisors, Inc. · CIK 0001495741 · Director · 10% owner

BONDERMAN DAVID · CIK 0000860866 · Director · 10% owner

COULTER JAMES G · CIK 0001099776 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanation of Responses

Disclosed balance after: 16,090,000

Underlying: Class A Common Stock · 1,000,000 shares

Expires not disclosed

F1 · derivative.exercise_price: On June 16, 2017, TPG Pace Energy Sponsor, LLC ("Pace Energy Sponsor") forfeited at no cost 1,000,000 shares of Class F common stock, par value $0.0001 per share (the "Class F Shares"), of TPG Pace Energy Holdings Corp. (the "Issuer") in connection with the election by the underwriters of the Issuer's initial public offering to decline in part to exercise an option granted to them to cover over-allotments. Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the Class F Shares are convertible into shares of Class A Common Stock of the Issuer on a one-for-one basis, subject to adjustment, at any time at the option of the holder thereof and automatically on the closing of the Issuer's initial business combination.

F1 · kind: On June 16, 2017, TPG Pace Energy Sponsor, LLC ("Pace Energy Sponsor") forfeited at no cost 1,000,000 shares of Class F common stock, par value $0.0001 per share (the "Class F Shares"), of TPG Pace Energy Holdings Corp. (the "Issuer") in connection with the election by the underwriters of the Issuer's initial public offering to decline in part to exercise an option granted to them to cover over-allotments. Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the Class F Shares are convertible into shares of Class A Common Stock of the Issuer on a one-for-one basis, subject to adjustment, at any time at the option of the holder thereof and automatically on the closing of the Issuer's initial business combination.

F1 · price: On June 16, 2017, TPG Pace Energy Sponsor, LLC ("Pace Energy Sponsor") forfeited at no cost 1,000,000 shares of Class F common stock, par value $0.0001 per share (the "Class F Shares"), of TPG Pace Energy Holdings Corp. (the "Issuer") in connection with the election by the underwriters of the Issuer's initial public offering to decline in part to exercise an option granted to them to cover over-allotments. Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the Class F Shares are convertible into shares of Class A Common Stock of the Issuer on a one-for-one basis, subject to adjustment, at any time at the option of the holder thereof and automatically on the closing of the Issuer's initial business combination.

F1 · derivative.exercise_date: On June 16, 2017, TPG Pace Energy Sponsor, LLC ("Pace Energy Sponsor") forfeited at no cost 1,000,000 shares of Class F common stock, par value $0.0001 per share (the "Class F Shares"), of TPG Pace Energy Holdings Corp. (the "Issuer") in connection with the election by the underwriters of the Issuer's initial public offering to decline in part to exercise an option granted to them to cover over-allotments. Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the Class F Shares are convertible into shares of Class A Common Stock of the Issuer on a one-for-one basis, subject to adjustment, at any time at the option of the holder thereof and automatically on the closing of the Issuer's initial business combination.

F1 · derivative.expiration_date: On June 16, 2017, TPG Pace Energy Sponsor, LLC ("Pace Energy Sponsor") forfeited at no cost 1,000,000 shares of Class F common stock, par value $0.0001 per share (the "Class F Shares"), of TPG Pace Energy Holdings Corp. (the "Issuer") in connection with the election by the underwriters of the Issuer's initial public offering to decline in part to exercise an option granted to them to cover over-allotments. Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the Class F Shares are convertible into shares of Class A Common Stock of the Issuer on a one-for-one basis, subject to adjustment, at any time at the option of the holder thereof and automatically on the closing of the Issuer's initial business combination.

F1 · ownership.nature: On June 16, 2017, TPG Pace Energy Sponsor, LLC ("Pace Energy Sponsor") forfeited at no cost 1,000,000 shares of Class F common stock, par value $0.0001 per share (the "Class F Shares"), of TPG Pace Energy Holdings Corp. (the "Issuer") in connection with the election by the underwriters of the Issuer's initial public offering to decline in part to exercise an option granted to them to cover over-allotments. Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the Class F Shares are convertible into shares of Class A Common Stock of the Issuer on a one-for-one basis, subject to adjustment, at any time at the option of the holder thereof and automatically on the closing of the Issuer's initial business combination.

F2 · ownership.nature: David Bonderman and James G. Coulter are the sole shareholders of TPG Group Holdings (SBS) Advisors, Inc. ("Group Advisors" and, together with Messrs. Bonderman and Coulter, the "Reporting Persons"), which is the sole member of TPG Group Holdings (SBS) Advisors, LLC, which is the general partner of TPG Group Holdings (SBS), L.P., which is the sole shareholder of TPG Holdings III-A, Inc., which is the general partner of TPG Holdings III-A, L.P., which is the general partner of TPG Holdings III, L.P., which is the sole member of TPG Pace Governance, LLC, which is the managing member of Pace Energy Sponsor.

F3 · ownership.nature: Because of the relationship between the Reporting Persons, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of their respective direct or indirect pecuniary interests therein. Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.

F4 · ownership.nature: Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.

SEC source: 0000903423-17-000350 · tpge.xml · derivative · entry 1

TPG Group Holdings (SBS) Advisors, Inc. · CIK 0001495741 · Director · 10% owner

BONDERMAN DAVID · CIK 0000860866 · Director · 10% owner

COULTER JAMES G · CIK 0001099776 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanation of Responses

Disclosed balance after: 10,000,000

Underlying: Class A Common Stock · 10,000,000 shares

Expires not disclosed

F2 · derivative.exercise_date: On May 10, 2017, Pace Energy Sponsor purchased from the Issuer the Warrants at a purchase price of $1.50 per Warrant. Each Warrant is initially exercisable for one share of Class A Common Stock, par value $0.0001 per share (the "Class A Shares") at an initial exercise price (the "Exercise Price") of $11.50. The number of Class A Shares issuable upon exercise of the Warrants and the Exercise Price are subject to certain adjustments as set forth in the Warrant Agreement dated as of May 4, 2017 between the Issuer and Continental Stock Transfer & Trust Company, as warrant agent.

F3 · derivative.exercise_date: The Warrants may be exercised during the period (i) commencing on the later of (a) the date that is 30 days after the first date on which the Issuer completes a business combination and (b) May 10, 2018 and (ii) terminating on the earlier of (a) the date that is five years after the date on which the Issuer completes its initial business combination and (b) the liquidation of the Issuer if it fails to consummate a business combination.

F2 · derivative.expiration_date: On May 10, 2017, Pace Energy Sponsor purchased from the Issuer the Warrants at a purchase price of $1.50 per Warrant. Each Warrant is initially exercisable for one share of Class A Common Stock, par value $0.0001 per share (the "Class A Shares") at an initial exercise price (the "Exercise Price") of $11.50. The number of Class A Shares issuable upon exercise of the Warrants and the Exercise Price are subject to certain adjustments as set forth in the Warrant Agreement dated as of May 4, 2017 between the Issuer and Continental Stock Transfer & Trust Company, as warrant agent.

F3 · derivative.expiration_date: The Warrants may be exercised during the period (i) commencing on the later of (a) the date that is 30 days after the first date on which the Issuer completes a business combination and (b) May 10, 2018 and (ii) terminating on the earlier of (a) the date that is five years after the date on which the Issuer completes its initial business combination and (b) the liquidation of the Issuer if it fails to consummate a business combination.

F1 · ownership.nature: David Bonderman and James G. Coulter are the sole shareholders of TPG Group Holdings (SBS) Advisors, Inc. ("Group Advisors" and, together with Messrs. Bonderman and Coulter, the "Reporting Persons"), which is the sole member of TPG Group Holdings (SBS) Advisors, LLC, which is the general partner of TPG Group Holdings (SBS), L.P., which is the sole shareholder of TPG Holdings III-A, Inc., which is the general partner of TPG Holdings III-A, L.P., which is the general partner of TPG Holdings III, L.P., which is the sole member of TPG Pace Governance, LLC, which is the managing member of TPG Pace Energy Sponsor, LLC ("Pace Energy Sponsor"), which holds an aggregate of (i) 17,090,000 shares of Class F Common Stock, par value $0.0001 per share (the "Class F Shares"), of TPG Pace Energy Holdings Corp. (the "Issuer") and (ii) 10,000,000 warrants (the "Warrants").

F2 · ownership.nature: On May 10, 2017, Pace Energy Sponsor purchased from the Issuer the Warrants at a purchase price of $1.50 per Warrant. Each Warrant is initially exercisable for one share of Class A Common Stock, par value $0.0001 per share (the "Class A Shares") at an initial exercise price (the "Exercise Price") of $11.50. The number of Class A Shares issuable upon exercise of the Warrants and the Exercise Price are subject to certain adjustments as set forth in the Warrant Agreement dated as of May 4, 2017 between the Issuer and Continental Stock Transfer & Trust Company, as warrant agent.

F3 · ownership.nature: The Warrants may be exercised during the period (i) commencing on the later of (a) the date that is 30 days after the first date on which the Issuer completes a business combination and (b) May 10, 2018 and (ii) terminating on the earlier of (a) the date that is five years after the date on which the Issuer completes its initial business combination and (b) the liquidation of the Issuer if it fails to consummate a business combination.

F4 · ownership.nature: Because of the relationship between the Reporting Persons, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of their respective direct or indirect pecuniary interests therein. Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.

F5 · ownership.nature: Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.

SEC source: 0000903423-17-000351 · chazen4.xml · derivative · entry 2

CHAZEN STEPHEN I · CIK 0001026545 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 33,333.33

Underlying: Class A Common Stock · 33,333.33 shares

Expires not disclosed

F2 · derivative.exercise_price: Each whole Warrant is initially exercisable for one Class A Share at an exercise price of $11.50 per Class A Share, subject to certain adjustments. The Warrants may be exercised during the period (i) commencing on the later of (a) the date that is 30 days after the first date on which the Issuer completes a business combination and (b) May 10, 2018 and (ii) expiring five years after the completion of the Issuer's business combination or earlier upon redemption or liquidation.

F1 · price: In connection with the initial public offering of TPG Pace Energy Holdings Corp. (the "Issuer"), Mr. Stephen I. Chazen acquired, at a price of $10 per unit, 100,000 units, with each unit consisting of (i) one share of the Class A common stock, par value $0.0001 per share (the "Class A Shares"), of the Issuer and (ii) one-third of one warrant (the "Warrants").

F2 · derivative.exercise_date: Each whole Warrant is initially exercisable for one Class A Share at an exercise price of $11.50 per Class A Share, subject to certain adjustments. The Warrants may be exercised during the period (i) commencing on the later of (a) the date that is 30 days after the first date on which the Issuer completes a business combination and (b) May 10, 2018 and (ii) expiring five years after the completion of the Issuer's business combination or earlier upon redemption or liquidation.

F2 · derivative.expiration_date: Each whole Warrant is initially exercisable for one Class A Share at an exercise price of $11.50 per Class A Share, subject to certain adjustments. The Warrants may be exercised during the period (i) commencing on the later of (a) the date that is 30 days after the first date on which the Issuer completes a business combination and (b) May 10, 2018 and (ii) expiring five years after the completion of the Issuer's business combination or earlier upon redemption or liquidation.

SEC source: 0000903423-17-000351 · chazen4.xml · nonDerivative · entry 1

CHAZEN STEPHEN I · CIK 0001026545 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 100,000

F1 · price: In connection with the initial public offering of TPG Pace Energy Holdings Corp. (the "Issuer"), Mr. Stephen I. Chazen acquired, at a price of $10 per unit, 100,000 units, with each unit consisting of (i) one share of the Class A common stock, par value $0.0001 per share (the "Class A Shares"), of the Issuer and (ii) one-third of one warrant (the "Warrants").