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NYSE · USD

MGY

Magnolia Oil & Gas Corp

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Tapewire entity
1979
SEC CIK
0001698990
Parsed reports
325

Last 12 months

Inside the activity.

5 purchase rows · 7 sale rows

Disclosed non-derivative P/S rows, by transaction month. Includes amendments and private transactions.
Monthly counts
MonthPurchasesSales
Nov 202510
Dec 202500
Jan 202600
Feb 202600
Mar 202607
Apr 202600
May 202600
Jun 202610
Jul 202600
Aug 202620
Sep 202610
Oct 202600

Latest available

Insider transactions

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Purchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”

The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.

Transaction dateOwner / reported roleActivity / securityShares / unitsReported priceReported valueDetails
September 02, 2025 Filed Sep 3, 2025 20:06 UTC GrantClass A Common Stock 71 $0.00 $0.00
Disclosure

SEC source: 0001415889-25-023516 · form4-09032025_080929.xml · nonDerivative · entry 1

Acosta Arcilia · CIK 0001629039 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 147,339

F1 · shares: Reflects additional fully-vested restricted stock units ("RSUs") issued under the Magnolia Oil & Gas Corporation Long Term Incentive Plan with respect to dividend equivalent rights on previously deferred RSUs held by the reporting person, in connection with the payment of cash dividends to holders of Class A common stock ("Class A Common Stock") of Magnolia Oil & Gas Corporation on September 2, 2025. Each RSU represents a contingent right to receive one share of Class A Common Stock.

Read SEC document
June 02, 2025 Filed Jun 4, 2025 20:07 UTC GrantClass A Common Stock 81 $0.00 $0.00
Disclosure

SEC source: 0001415889-25-015562 · form4-06042025_080620.xml · nonDerivative · entry 1

Acosta Arcilia · CIK 0001629039 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 147,268

F1 · shares: Reflects additional fully-vested restricted stock units ("RSUs") issued under the Magnolia Oil & Gas Corporation Long Term Incentive Plan with respect to dividend equivalent rights on previously deferred RSUs held by the reporting person, in connection with the payment of cash dividends to holders of Class A common stock ("Class A Common Stock") of Magnolia Oil & Gas Corporation on June 2, 2025. Each RSU represents a contingent right to receive one share of Class A Common Stock.

Read SEC document
May 07, 2025 Filed May 9, 2025 20:17 UTC GrantClass A Common Stock 7,940 $0.00 $0.00
Disclosure

SEC source: 0001415889-25-012494 · form4-05092025_080548.xml · nonDerivative · entry 1

DJEREJIAN EDWARD P · CIK 0001173584 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 128,425

F1 · shares: Reflects restricted stock units ("RSUs") granted under the Magnolia Oil & Gas Corporation Long Term Incentive Plan (the "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 RSUs will vest on the earlier of (a) the day preceding the next annual meeting of stockholders of the Company at which directors are elected, or (b) the first anniversary of the grant date, in each case, subject to the director's continued service through the applicable vesting date.

Read SEC document
May 07, 2025 Filed May 9, 2025 20:14 UTC GrantClass A Common Stock 7,940 $0.00 $0.00
Disclosure

SEC source: 0001415889-25-012485 · form4-05092025_080545.xml · nonDerivative · entry 1

Ropp Ralph Lewis · CIK 0002049474 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 10,187

F1 · shares: Reflects restricted stock units ("RSUs") granted under the Magnolia Oil & Gas Corporation Long Term Incentive Plan (the "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 RSUs will vest on the earlier of (a) the day preceding the next annual meeting of stockholders of the Company at which directors are elected, or (b) the first anniversary of the grant date, in each case, subject to the director's continued service through the applicable vesting date.

Read SEC document
May 07, 2025 Filed May 9, 2025 20:20 UTC GrantClass A Common Stock 7,940 $0.00 $0.00
Disclosure

SEC source: 0001415889-25-012500 · form4-05092025_080504.xml · nonDerivative · entry 1

LARSON JAMES R · CIK 0001221981 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 90,975

F1 · shares: Reflects restricted stock units ("RSUs") granted under the Magnolia Oil & Gas Corporation Long Term Incentive Plan (the "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 RSUs will vest on the earlier of (a) the day preceding the next annual meeting of stockholders of the Company at which directors are elected, or (b) the first anniversary of the grant date, in each case, subject to the director's continued service through the applicable vesting date.

Read SEC document
May 07, 2025 Filed May 9, 2025 20:21 UTC
SMITH DAN FDirector
GrantClass A Common Stock 11,549 $0.00 $0.00
Disclosure

SEC source: 0001415889-25-012504 · form4-05092025_080530.xml · nonDerivative · entry 1

SMITH DAN F · CIK 0001188511 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 137,204

F1 · shares: Reflects restricted stock units ("RSUs") granted under the Magnolia Oil & Gas Corporation Long Term Incentive Plan (the "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 RSUs will vest on the earlier of (a) the day preceding the next annual meeting of stockholders of the Company at which directors are elected, or (b) the first anniversary of the grant date, in each case, subject to the director's continued service through the applicable vesting date.

Read SEC document
May 07, 2025 Filed May 9, 2025 20:13 UTC GrantClass A Common Stock 7,940 $0.00 $0.00
Disclosure

SEC source: 0001415889-25-012482 · form4-05092025_080519.xml · nonDerivative · entry 1

Khani David M. · CIK 0001570372 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 16,302

F1 · shares: Reflects restricted stock units ("RSUs") granted under the Magnolia Oil & Gas Corporation Long Term Incentive Plan (the "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 RSUs will vest on the earlier of (a) the day preceding the next annual meeting of stockholders of the Company at which directors are elected, or (b) the first anniversary of the grant date, in each case, subject to the director's continued service through the applicable vesting date.

Read SEC document
May 07, 2025 Filed May 9, 2025 20:16 UTC GrantClass A Common Stock 7,940 $0.00 $0.00
Disclosure

SEC source: 0001415889-25-012491 · form4-05092025_080518.xml · nonDerivative · entry 1

Acosta Arcilia · CIK 0001629039 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 147,187

F1 · shares: Reflects restricted stock units ("RSUs") granted under the Magnolia Oil & Gas Corporation Long Term Incentive Plan (the "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 RSUs will vest on the earlier of (a) the day preceding the next annual meeting of stockholders of the Company at which directors are elected, or (b) the first anniversary of the grant date, in each case, subject to the director's continued service through the applicable vesting date.

Read SEC document
May 07, 2025 Filed May 9, 2025 20:12 UTC GrantClass A Common Stock 7,940 $0.00 $0.00
Disclosure

SEC source: 0001415889-25-012479 · form4-05092025_080557.xml · nonDerivative · entry 1

Szabo Shandell · CIK 0001964005 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 26,035

F1 · shares: Reflects restricted stock units ("RSUs") granted under the Magnolia Oil & Gas Corporation Long Term Incentive Plan (the "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 RSUs will vest on the earlier of (a) the day preceding the next annual meeting of stockholders of the Company at which directors are elected, or (b) the first anniversary of the grant date, in each case, subject to the director's continued service through the applicable vesting date.

Read SEC document
May 02, 2025 Filed May 5, 2025 20:07 UTC PurchaseClass A Common Stock 11,731 $21.30 $249,870.30
Disclosure

SEC source: 0001415889-25-011939 · form4-05052025_080546.xml · nonDerivative · entry 1

Szabo Shandell · CIK 0001964005 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 18,095

Read SEC document
March 03, 2025 Filed Mar 4, 2025 16:26 UTC
Yang Timothy D.EVP - GENERAL COUNSEL & SEC
Disposition to issuerClass A Common Stock 18,432 $22.26 $410,296.32
Disclosure

SEC source: 0001415889-25-006523 · form4-03042025_090359.xml · nonDerivative · entry 2

Yang Timothy D. · CIK 0001627951 · EVP - GENERAL COUNSEL & SEC

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 634,675

F1 · shares: Reflects the cash settlement of a portion of the performance restricted stock units ("PRSUs") previously granted to the reporting person on February 16, 2022, that cliff vested in full on March 1, 2025.

Read SEC document
March 03, 2025 Filed Mar 4, 2025 16:26 UTC
Yang Timothy D.EVP - GENERAL COUNSEL & SEC
Tax withholdingClass A Common Stock 22,334 $22.26 $497,154.84
Disclosure

SEC source: 0001415889-25-006523 · form4-03042025_090359.xml · nonDerivative · entry 1

Yang Timothy D. · CIK 0001627951 · EVP - GENERAL COUNSEL & SEC

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 653,107

Read SEC document
March 03, 2025 Filed Mar 4, 2025 16:29 UTC
Stavros Christopher GDirector · CEO & DIRECTOR
Disposition to issuerClass A Common Stock 26,062 $22.26 $580,140.12
Disclosure

SEC source: 0001415889-25-006535 · form4-03042025_090334.xml · nonDerivative · entry 2

Stavros Christopher G · CIK 0001613357 · Director · CEO & DIRECTOR

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 889,872

F1 · shares: Reflects the cash settlement of a portion of the performance restricted stock units ("PRSUs") previously granted to the reporting person on February 16, 2022, that cliff vested in full on March 1, 2025.

Read SEC document
March 03, 2025 Filed Mar 4, 2025 16:29 UTC
Stavros Christopher GDirector · CEO & DIRECTOR
Tax withholdingClass A Common Stock 46,592 $22.26 $1,037,137.92
Disclosure

SEC source: 0001415889-25-006535 · form4-03042025_090334.xml · nonDerivative · entry 1

Stavros Christopher G · CIK 0001613357 · Director · CEO & DIRECTOR

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 915,934

Read SEC document
March 03, 2025 Filed Mar 4, 2025 21:24 UTC GrantClass A Common Stock 79 $0.00 $0.00
Disclosure

SEC source: 0001415889-25-006516 · form4-03042025_090327.xml · nonDerivative · entry 1

Acosta Arcilia · CIK 0001629039 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 139,247

F1 · shares: Reflects additional fully-vested restricted stock units ("RSUs") issued under the Magnolia Oil & Gas Corporation Long Term Incentive Plan with respect to dividend equivalent rights on previously deferred RSUs held by the reporting person, in connection with the payment of cash dividends to holders of Class A common stock ("Class A Common Stock") of Magnolia Oil & Gas Corporation on March 3, 2025. Each RSU represents a contingent right to receive one share of Class A Common Stock.

Read SEC document
March 03, 2025 Filed Mar 4, 2025 21:27 UTC
Corales BrianSVP & CHIEF FINANCIAL OFFICER
Disposition to issuerClass A Common Stock 3,134 $22.26 $69,762.84
Disclosure

SEC source: 0001415889-25-006529 · form4-03042025_090333.xml · nonDerivative · entry 2

Corales Brian · CIK 0001952725 · SVP & CHIEF FINANCIAL OFFICER

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 183,463

F1 · shares: Reflects the cash settlement of a portion of the performance restricted stock units ("PRSUs") previously granted to the reporting person on February 16, 2022, that cliff vested in full on March 1, 2025.

Read SEC document
March 03, 2025 Filed Mar 4, 2025 21:27 UTC
Corales BrianSVP & CHIEF FINANCIAL OFFICER
Tax withholdingClass A Common Stock 13,228 $22.26 $294,455.28
Disclosure

SEC source: 0001415889-25-006529 · form4-03042025_090333.xml · nonDerivative · entry 1

Corales Brian · CIK 0001952725 · SVP & CHIEF FINANCIAL OFFICER

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 186,597

Read SEC document
March 03, 2025 Filed Mar 5, 2025 06:17 UTC
Stavros Christopher GDirector · CEO & DIRECTOR
PurchaseClass A Common Stock 2,500 $22.06 $55,137.50
Disclosure

SEC source: 0001415889-25-006847 · form4-03052025_110316.xml · nonDerivative · entry 1

Stavros Christopher G · CIK 0001613357 · Director · CEO & DIRECTOR

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 892,372

Read SEC document
February 12, 2025 Filed Feb 14, 2025 16:10 UTC
Yang Timothy D.EVP - GENERAL COUNSEL & SEC
GrantPerformance Share Units · Derivative 36,246 $0.00 $0.00
Disclosure

SEC source: 0001415889-25-004102 · form4-02142025_090200.xml · derivative · entry 2

Yang Timothy D. · CIK 0001627951 · EVP - GENERAL COUNSEL & SEC

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 36,246

Underlying: Class A Common Stock · 36,246 shares

Expires not disclosed

F2 · derivative.exercise_price: Reflects performance share units ("PSUs") granted under the Plan. Each PSU, to the extent earned, represents a contingent right to receive one share of Class A Common Stock of the Company (or the cash equivalent thereof), and the officer may earn between 0% and 150% of the target number of PSUs reported above, based on the Compensation Committee's certification of the relative total shareholder return of the Company measured against a peer group of companies for the performance period commencing January 1, 2025 and ending December 31, 2027 and subject to the officer's continued employment through the date of settlement of the PSUs (which will occur within 60 days following the conclusion of the performance period).

F2 · derivative.exercise_date: Reflects performance share units ("PSUs") granted under the Plan. Each PSU, to the extent earned, represents a contingent right to receive one share of Class A Common Stock of the Company (or the cash equivalent thereof), and the officer may earn between 0% and 150% of the target number of PSUs reported above, based on the Compensation Committee's certification of the relative total shareholder return of the Company measured against a peer group of companies for the performance period commencing January 1, 2025 and ending December 31, 2027 and subject to the officer's continued employment through the date of settlement of the PSUs (which will occur within 60 days following the conclusion of the performance period).

F2 · derivative.expiration_date: Reflects performance share units ("PSUs") granted under the Plan. Each PSU, to the extent earned, represents a contingent right to receive one share of Class A Common Stock of the Company (or the cash equivalent thereof), and the officer may earn between 0% and 150% of the target number of PSUs reported above, based on the Compensation Committee's certification of the relative total shareholder return of the Company measured against a peer group of companies for the performance period commencing January 1, 2025 and ending December 31, 2027 and subject to the officer's continued employment through the date of settlement of the PSUs (which will occur within 60 days following the conclusion of the performance period).

Read SEC document
February 12, 2025 Filed Feb 14, 2025 16:10 UTC
Yang Timothy D.EVP - GENERAL COUNSEL & SEC
GrantClass A Common Stock 36,246 $0.00 $0.00
Disclosure

SEC source: 0001415889-25-004102 · form4-02142025_090200.xml · nonDerivative · entry 1

Yang Timothy D. · CIK 0001627951 · EVP - GENERAL COUNSEL & SEC

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 675,441

F1 · shares: Reflects restricted stock units ("RSUs") granted under the Magnolia Oil & Gas Corporation Long Term Incentive Plan, as amended from time to time (the "Plan"). Each RSU represents a contingent right to receive one share of Class A Common Stock of the Company. The RSUs will vest in three substantially equal installments on March 1, 2026, 2027, and 2028, subject to the officer's continued employment through the applicable vesting date.

Read SEC document
February 12, 2025 Filed Feb 14, 2025 16:08 UTC
Stavros Christopher GDirector · CEO & DIRECTOR
GrantPerformance Share Units · Derivative 100,684 $0.00 $0.00
Disclosure

SEC source: 0001415889-25-004100 · form4-02142025_090241.xml · derivative · entry 2

Stavros Christopher G · CIK 0001613357 · Director · CEO & DIRECTOR

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 100,684

Underlying: Class A Common Stock · 100,684 shares

Expires not disclosed

F2 · derivative.exercise_price: Reflects performance share units ("PSUs") granted under the Plan. Each PSU, to the extent earned, represents a contingent right to receive one share of Class A Common Stock of the Company (or the cash equivalent thereof), and the officer may earn between 0% and 150% of the target number of PSUs reported above, based on the Compensation Committee's certification of the relative total shareholder return of the Company measured against a peer group of companies for the performance period commencing January 1, 2025 and ending December 31, 2027 and subject to the officer's continued employment through the date of settlement of the PSUs (which will occur within 60 days following the conclusion of the performance period).

F2 · derivative.exercise_date: Reflects performance share units ("PSUs") granted under the Plan. Each PSU, to the extent earned, represents a contingent right to receive one share of Class A Common Stock of the Company (or the cash equivalent thereof), and the officer may earn between 0% and 150% of the target number of PSUs reported above, based on the Compensation Committee's certification of the relative total shareholder return of the Company measured against a peer group of companies for the performance period commencing January 1, 2025 and ending December 31, 2027 and subject to the officer's continued employment through the date of settlement of the PSUs (which will occur within 60 days following the conclusion of the performance period).

F2 · derivative.expiration_date: Reflects performance share units ("PSUs") granted under the Plan. Each PSU, to the extent earned, represents a contingent right to receive one share of Class A Common Stock of the Company (or the cash equivalent thereof), and the officer may earn between 0% and 150% of the target number of PSUs reported above, based on the Compensation Committee's certification of the relative total shareholder return of the Company measured against a peer group of companies for the performance period commencing January 1, 2025 and ending December 31, 2027 and subject to the officer's continued employment through the date of settlement of the PSUs (which will occur within 60 days following the conclusion of the performance period).

Read SEC document
February 12, 2025 Filed Feb 14, 2025 16:08 UTC
Stavros Christopher GDirector · CEO & DIRECTOR
GrantClass A Common Stock 100,684 $0.00 $0.00
Disclosure

SEC source: 0001415889-25-004100 · form4-02142025_090241.xml · nonDerivative · entry 1

Stavros Christopher G · CIK 0001613357 · Director · CEO & DIRECTOR

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 962,526

F1 · shares: Reflects restricted stock units ("RSUs") granted under the Magnolia Oil & Gas Corporation Long Term Incentive Plan, as amended from time to time (the "Plan"). Each RSU represents a contingent right to receive one share of Class A Common Stock of the Company. The RSUs will vest in three substantially equal installments on March 1, 2026, 2027, and 2028, subject to the officer's continued employment through the applicable vesting date.

Read SEC document
February 12, 2025 Filed Feb 14, 2025 21:11 UTC
Corales BrianSVP & CHIEF FINANCIAL OFFICER
GrantPerformance Share Units · Derivative 36,246 $0.00 $0.00
Disclosure

SEC source: 0001415889-25-004106 · form4-02142025_090213.xml · derivative · entry 2

Corales Brian · CIK 0001952725 · SVP & CHIEF FINANCIAL OFFICER

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 36,246

Underlying: Class A Common Stock · 36,246 shares

Expires not disclosed

F2 · derivative.exercise_price: Reflects performance share units ("PSUs") granted under the Plan. Each PSU, to the extent earned, represents a contingent right to receive one share of Class A Common Stock of the Company (or the cash equivalent thereof), and the officer may earn between 0% and 150% of the target number of PSUs reported above, based on the Compensation Committee's certification of the relative total shareholder return of the Company measured against a peer group of companies for the performance period commencing January 1, 2025 and ending December 31, 2027 and subject to the officer's continued employment through the date of settlement of the PSUs (which will occur within 60 days following the conclusion of the performance period).

F2 · derivative.exercise_date: Reflects performance share units ("PSUs") granted under the Plan. Each PSU, to the extent earned, represents a contingent right to receive one share of Class A Common Stock of the Company (or the cash equivalent thereof), and the officer may earn between 0% and 150% of the target number of PSUs reported above, based on the Compensation Committee's certification of the relative total shareholder return of the Company measured against a peer group of companies for the performance period commencing January 1, 2025 and ending December 31, 2027 and subject to the officer's continued employment through the date of settlement of the PSUs (which will occur within 60 days following the conclusion of the performance period).

F2 · derivative.expiration_date: Reflects performance share units ("PSUs") granted under the Plan. Each PSU, to the extent earned, represents a contingent right to receive one share of Class A Common Stock of the Company (or the cash equivalent thereof), and the officer may earn between 0% and 150% of the target number of PSUs reported above, based on the Compensation Committee's certification of the relative total shareholder return of the Company measured against a peer group of companies for the performance period commencing January 1, 2025 and ending December 31, 2027 and subject to the officer's continued employment through the date of settlement of the PSUs (which will occur within 60 days following the conclusion of the performance period).

Read SEC document
February 12, 2025 Filed Feb 14, 2025 21:11 UTC
Corales BrianSVP & CHIEF FINANCIAL OFFICER
GrantClass A Common Stock 36,246 $0.00 $0.00
Disclosure

SEC source: 0001415889-25-004106 · form4-02142025_090213.xml · nonDerivative · entry 1

Corales Brian · CIK 0001952725 · SVP & CHIEF FINANCIAL OFFICER

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 199,825

F1 · shares: Reflects restricted stock units ("RSUs") granted under the Magnolia Oil & Gas Corporation Long Term Incentive Plan, as amended from time to time (the "Plan"). Each RSU represents a contingent right to receive one share of Class A Common Stock of the Company. The RSUs will vest in three substantially equal installments on March 1, 2026, 2027, and 2028, subject to the officer's continued employment through the applicable vesting date.

Read SEC document
January 07, 2025 Filed Jan 8, 2025 21:13 UTC GrantClass A Common Stock 2,247 $0.00 $0.00
Disclosure

SEC source: 0001415889-25-001128 · form4-01082025_090122.xml · nonDerivative · entry 1

Ropp Ralph Lewis · CIK 0002049474 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 2,247

F1 · shares: Reflects restricted stock units ("RSUs") granted under the Magnolia Oil & Gas Corporation Long Term Incentive Plan (the "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 RSUs will vest on the earlier of (a) the day preceding the next annual meeting of stockholders of the Company at which directors are elected, or (b) the first anniversary of the grant date, in each case, subject to the director's continued service through the applicable vesting date.

Read SEC document
December 02, 2024 Filed Dec 4, 2024 21:13 UTC GrantClass A Common Stock 55 $0.00 $0.00
Disclosure

SEC source: 0001415889-24-028241 · form4-12042024_091217.xml · nonDerivative · entry 1

Acosta Arcilia · CIK 0001629039 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 139,168

F1 · shares: Reflects additional fully-vested restricted stock units ("RSUs") issued under the Magnolia Oil & Gas Corporation Long Term Incentive Plan with respect to dividend equivalent rights on previously deferred RSUs held by the reporting person, in connection with the payment of cash dividends to holders of Class A common stock ("Class A Common Stock") of Magnolia Oil & Gas Corporation on December 2, 2024. Each RSU represents a contingent right to receive one share of Class A Common Stock.

Read SEC document
September 23, 2024 Filed Sep 25, 2024 18:39 UTC SaleClass B Common Stock · Derivative 500,000 $25.86 $12,930,000.00
Disclosure

SEC source: 0001104659-24-102887 · tm2424887-2_4seq1.xml · derivative · entry 4

EnerVest, Ltd. · CIK 0001375345 · Director

EnerVest Management GP, L.C. · CIK 0001749934 · Director

EnerVest Energy Institutional Fund XIV-A, L.P. · CIK 0001634806 · Director

EnerVest Energy Institutional Fund XIV-2A, L.P. · CIK 0001674589 · Director

EnerVest Energy Institutional Fund XIV-3A, L.P. · CIK 0001677997 · Director

EnerVest Energy Institutional Fund XIV-WIC, L.P. · CIK 0001749857 · Director

EnerVest Energy Institutional Fund XIV-C-AIV, L.P. · CIK 0001749935 · Director

EnerVest Energy Institutional Fund XIV-C, L.P. · CIK 0001634809 · Director

EnerVest Investment Services, L.L.C. · CIK 0001749921 · Director

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

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 5,523,479

Underlying: Class A Common Stock · 500,000 shares

Expires not disclosed

F1 · derivative.exercise_price: Shares of the Issuer's Class B Common Stock ("Class B Common Stock"), when combined with an equal number of units ("Units") of Magnolia Oil & Gas Parent LLC, a Delaware limited liability company of which the Issuer is the managing member, are exchangeable from time to time at the option of the holders thereof for shares of the Issuer's Class A Common Stock ("Class A Common Stock") on a one-for-one basis (or, at the Issuer's option, for cash).

F14 · derivative.exercise_price: Represents: (i) 330,921 shares of Class B Common Stock transferred by EV XIV-A; (ii) 3,457 shares of Class B Common Stock transferred by EV XIV-WIC; (iii) 63,328 shares of Class B Common Stock transferred by EV XIV-2A; (iv) 65,329 shares of Class B Common Stock transferred by EV XIV-3A; and (v) 36,965 shares of Class B Common Stock transferred by EV XIV-C-AIV (collectively, the "September 2024 Transfer").

F14 · shares: Represents: (i) 330,921 shares of Class B Common Stock transferred by EV XIV-A; (ii) 3,457 shares of Class B Common Stock transferred by EV XIV-WIC; (iii) 63,328 shares of Class B Common Stock transferred by EV XIV-2A; (iv) 65,329 shares of Class B Common Stock transferred by EV XIV-3A; and (v) 36,965 shares of Class B Common Stock transferred by EV XIV-C-AIV (collectively, the "September 2024 Transfer").

F7 · price: This amount represents the purchase price in the Block Trade (as defined below). The Record Holders, other than EV XIV-C, also used this price per share for the purchase price of the shares of the Class B Common Stock under the September 2024 Transfer.

F1 · derivative.exercise_date: Shares of the Issuer's Class B Common Stock ("Class B Common Stock"), when combined with an equal number of units ("Units") of Magnolia Oil & Gas Parent LLC, a Delaware limited liability company of which the Issuer is the managing member, are exchangeable from time to time at the option of the holders thereof for shares of the Issuer's Class A Common Stock ("Class A Common Stock") on a one-for-one basis (or, at the Issuer's option, for cash).

F8 · derivative.expiration_date: Not applicable.

F14 · derivative.underlying_shares: Represents: (i) 330,921 shares of Class B Common Stock transferred by EV XIV-A; (ii) 3,457 shares of Class B Common Stock transferred by EV XIV-WIC; (iii) 63,328 shares of Class B Common Stock transferred by EV XIV-2A; (iv) 65,329 shares of Class B Common Stock transferred by EV XIV-3A; and (v) 36,965 shares of Class B Common Stock transferred by EV XIV-C-AIV (collectively, the "September 2024 Transfer").

F2 · balance_after: EnerVest Management GP, L.C. ("EVM GP") is the general partner of EnerVest, Ltd. ("EnerVest"), which is the sole member, with sole control over the actions of, each of, EVFA GP XIV, LLC, EVFA XIV-2A, LLC and EVFA XIV-3A, LLC, the managing general partners, respectively, of EnerVest Energy Institutional Fund XIV-A, L.P. ("EV XIV-A"), EnerVest Energy Institutional Fund XIV-2A, L.P. ("EV XIV-2A") and EnerVest Energy Institutional Fund XIV-3A, L.P. ("EV XIV-3A"). EnerVest is also the sole member, with sole control over the actions of, each of, EnerVest Holding XIV, LLC, the general partner of EnerVest Energy Institutional Fund XIV-WIC, L.P. ("EV XIV-WIC"), EVFC GP XIV, LLC, the managing general partner of EnerVest Energy Institutional Fund XIV-C-AIV, L.P. ("EV XIV-C-AIV"), and EVFC GP XIV, LLC, the managing general partner of EnerVest Energy Institutional Fund XIV-C, L.P. ("EV XIV-C").

F3 · balance_after: EnerVest Investment Services, L.L.C. ("EIS, LLC") is the investment advisor for EV XIV-A, EV XIV-2A, EV XIV-3A, EV XIV-WIC, EV XIV-C-AIV and EV XIV-C (such six entities together, the "Record Holders" and each, a "Record Holder").

F9 · balance_after: Each Record Holder and each of EVM GP, EnerVest, EVFA GP XIV, LLC, EVFA XIV-2A, LLC, EVFA XIV-3A, LLC, EnerVest Holding XIV, LLC, EVFC GP XIV, LLC, and EIS, LLC (collectively, the "Non-Fund Entities") directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the Equity Interests (as defined below) owned by the Record Holders and, therefore, a "ten percent holder" hereunder.

F10 · balance_after: Each Record Holder and each Non-Fund Entity disclaims beneficial ownership of the Equity Interests reported herein, except to the extent of its pecuniary interest therein, and, with respect to each of the Record Holders, except to the extent of its respective direct ownership reported herein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of such securities for purposes of Section 16 or for any other purposes.

F11 · balance_after: Represents the aggregate number of shares of Class B Common Stock owned by EV XIV-A, EV XIV-2A, EV XIV-3A, EV XIV-WIC, and EV XIV-C-AIV. (EV XIV-C's shares of Class A Common Stock, together with the shares of Class B Common Stock and Units held by EV XIV-A, EV XIV-2A, EV XIV-3A, EV XIV-WIC, and EV XIV-C-AIV, are collectively referred to herein as the "Equity Interests.")

F15 · balance_after: EV XIV-A owns of record 3,655,669 shares of Class B Common Stock; EV XIV-2A owns of record 699,578 shares of Class B Common Stock; EV XIV-3A owns of record 721,689 shares of Class B Common Stock; EV XIV-WIC owns of record 38,182 shares of Class B Common Stock; and EV XIV-C-AIV owns of record 408,361 shares of Class B Common Stock.

Read SEC document
September 23, 2024 Filed Sep 25, 2024 18:39 UTC ConversionClass B Common Stock · Derivative 4,934,442 $0.00 $0.00
Disclosure

SEC source: 0001104659-24-102887 · tm2424887-2_4seq1.xml · derivative · entry 3

EnerVest, Ltd. · CIK 0001375345 · Director

EnerVest Management GP, L.C. · CIK 0001749934 · Director

EnerVest Energy Institutional Fund XIV-A, L.P. · CIK 0001634806 · Director

EnerVest Energy Institutional Fund XIV-2A, L.P. · CIK 0001674589 · Director

EnerVest Energy Institutional Fund XIV-3A, L.P. · CIK 0001677997 · Director

EnerVest Energy Institutional Fund XIV-WIC, L.P. · CIK 0001749857 · Director

EnerVest Energy Institutional Fund XIV-C-AIV, L.P. · CIK 0001749935 · Director

EnerVest Energy Institutional Fund XIV-C, L.P. · CIK 0001634809 · Director

EnerVest Investment Services, L.L.C. · CIK 0001749921 · Director

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

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 6,023,479

Underlying: Class A Common Stock · 4,934,442 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: Shares of the Issuer's Class B Common Stock ("Class B Common Stock"), when combined with an equal number of units ("Units") of Magnolia Oil & Gas Parent LLC, a Delaware limited liability company of which the Issuer is the managing member, are exchangeable from time to time at the option of the holders thereof for shares of the Issuer's Class A Common Stock ("Class A Common Stock") on a one-for-one basis (or, at the Issuer's option, for cash).

F4 · derivative.exercise_price: Represents: (i) 3,265,817 shares of Class B Common Stock held by EV XIV-A converted to the same number of shares of Class A Common Stock; (ii) 34,117 shares of Class B Common Stock held by EV XIV-WIC converted to the same number of shares of Class A Common Stock; (iii) 624,974 shares of Class B Common Stock held by EV XIV-2A converted to the same number of shares of Class A Common Stock; (iv) 644,724 shares of Class B Common Stock held by EV XIV-3A converted to the same number of shares of Class A Common Stock; and (v) 364,810 shares of Class B Common Stock held by EV XIV-C-AIV converted to the same number of shares of Class A Common Stock (collectively, the "September 2024 Conversion Shares").

F4 · shares: Represents: (i) 3,265,817 shares of Class B Common Stock held by EV XIV-A converted to the same number of shares of Class A Common Stock; (ii) 34,117 shares of Class B Common Stock held by EV XIV-WIC converted to the same number of shares of Class A Common Stock; (iii) 624,974 shares of Class B Common Stock held by EV XIV-2A converted to the same number of shares of Class A Common Stock; (iv) 644,724 shares of Class B Common Stock held by EV XIV-3A converted to the same number of shares of Class A Common Stock; and (v) 364,810 shares of Class B Common Stock held by EV XIV-C-AIV converted to the same number of shares of Class A Common Stock (collectively, the "September 2024 Conversion Shares").

F1 · price: Shares of the Issuer's Class B Common Stock ("Class B Common Stock"), when combined with an equal number of units ("Units") of Magnolia Oil & Gas Parent LLC, a Delaware limited liability company of which the Issuer is the managing member, are exchangeable from time to time at the option of the holders thereof for shares of the Issuer's Class A Common Stock ("Class A Common Stock") on a one-for-one basis (or, at the Issuer's option, for cash).

F1 · derivative.exercise_date: Shares of the Issuer's Class B Common Stock ("Class B Common Stock"), when combined with an equal number of units ("Units") of Magnolia Oil & Gas Parent LLC, a Delaware limited liability company of which the Issuer is the managing member, are exchangeable from time to time at the option of the holders thereof for shares of the Issuer's Class A Common Stock ("Class A Common Stock") on a one-for-one basis (or, at the Issuer's option, for cash).

F8 · derivative.expiration_date: Not applicable.

F4 · derivative.underlying_shares: Represents: (i) 3,265,817 shares of Class B Common Stock held by EV XIV-A converted to the same number of shares of Class A Common Stock; (ii) 34,117 shares of Class B Common Stock held by EV XIV-WIC converted to the same number of shares of Class A Common Stock; (iii) 624,974 shares of Class B Common Stock held by EV XIV-2A converted to the same number of shares of Class A Common Stock; (iv) 644,724 shares of Class B Common Stock held by EV XIV-3A converted to the same number of shares of Class A Common Stock; and (v) 364,810 shares of Class B Common Stock held by EV XIV-C-AIV converted to the same number of shares of Class A Common Stock (collectively, the "September 2024 Conversion Shares").

F2 · balance_after: EnerVest Management GP, L.C. ("EVM GP") is the general partner of EnerVest, Ltd. ("EnerVest"), which is the sole member, with sole control over the actions of, each of, EVFA GP XIV, LLC, EVFA XIV-2A, LLC and EVFA XIV-3A, LLC, the managing general partners, respectively, of EnerVest Energy Institutional Fund XIV-A, L.P. ("EV XIV-A"), EnerVest Energy Institutional Fund XIV-2A, L.P. ("EV XIV-2A") and EnerVest Energy Institutional Fund XIV-3A, L.P. ("EV XIV-3A"). EnerVest is also the sole member, with sole control over the actions of, each of, EnerVest Holding XIV, LLC, the general partner of EnerVest Energy Institutional Fund XIV-WIC, L.P. ("EV XIV-WIC"), EVFC GP XIV, LLC, the managing general partner of EnerVest Energy Institutional Fund XIV-C-AIV, L.P. ("EV XIV-C-AIV"), and EVFC GP XIV, LLC, the managing general partner of EnerVest Energy Institutional Fund XIV-C, L.P. ("EV XIV-C").

F3 · balance_after: EnerVest Investment Services, L.L.C. ("EIS, LLC") is the investment advisor for EV XIV-A, EV XIV-2A, EV XIV-3A, EV XIV-WIC, EV XIV-C-AIV and EV XIV-C (such six entities together, the "Record Holders" and each, a "Record Holder").

F6 · balance_after: Represents shares of Class B Common Stock held (prior to giving effect to the September 2024 Transfer (as defined below)) as follows: (i) 3,986,590 shares of Class B Common Stock held by EV XIV-A; (ii) 41,639 shares of Class B Common Stock held by EV XIV-WIC; (iii) 762,906 shares of Class B Common Stock held by EV XIV-2A; (iv) 787,018 shares of Class B Common Stock held by EV XIV-3A; and (v) 445,326 shares of Class B Common Stock held by EV XIV-C-AIV.

F9 · balance_after: Each Record Holder and each of EVM GP, EnerVest, EVFA GP XIV, LLC, EVFA XIV-2A, LLC, EVFA XIV-3A, LLC, EnerVest Holding XIV, LLC, EVFC GP XIV, LLC, and EIS, LLC (collectively, the "Non-Fund Entities") directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the Equity Interests (as defined below) owned by the Record Holders and, therefore, a "ten percent holder" hereunder.

F10 · balance_after: Each Record Holder and each Non-Fund Entity disclaims beneficial ownership of the Equity Interests reported herein, except to the extent of its pecuniary interest therein, and, with respect to each of the Record Holders, except to the extent of its respective direct ownership reported herein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of such securities for purposes of Section 16 or for any other purposes.

F11 · balance_after: Represents the aggregate number of shares of Class B Common Stock owned by EV XIV-A, EV XIV-2A, EV XIV-3A, EV XIV-WIC, and EV XIV-C-AIV. (EV XIV-C's shares of Class A Common Stock, together with the shares of Class B Common Stock and Units held by EV XIV-A, EV XIV-2A, EV XIV-3A, EV XIV-WIC, and EV XIV-C-AIV, are collectively referred to herein as the "Equity Interests.")

Read SEC document
September 23, 2024 Filed Sep 25, 2024 18:39 UTC SaleClass A Common Stock 7,000,000 $25.86 $181,020,000.00
Disclosure

SEC source: 0001104659-24-102887 · tm2424887-2_4seq1.xml · nonDerivative · entry 2

EnerVest, Ltd. · CIK 0001375345 · Director

EnerVest Management GP, L.C. · CIK 0001749934 · Director

EnerVest Energy Institutional Fund XIV-A, L.P. · CIK 0001634806 · Director

EnerVest Energy Institutional Fund XIV-2A, L.P. · CIK 0001674589 · Director

EnerVest Energy Institutional Fund XIV-3A, L.P. · CIK 0001677997 · Director

EnerVest Energy Institutional Fund XIV-WIC, L.P. · CIK 0001749857 · Director

EnerVest Energy Institutional Fund XIV-C-AIV, L.P. · CIK 0001749935 · Director

EnerVest Energy Institutional Fund XIV-C, L.P. · CIK 0001634809 · Director

EnerVest Investment Services, L.L.C. · CIK 0001749921 · Director

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

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 2,099,403

F12 · shares: Represents shares of Class A Common Stock sold in a block trade transaction entered into by the Record Holders on September 23, 2024, which transaction closed on September 25, 2024 (the "Block Trade"), as follows: (i) 3,265,817 shares of Class A Common Stock sold by EV XIV-A; (ii) 34,117 shares of Class A Common Stock sold by EV XIV-WIC; (iii) 624,974 shares of Class A Common Stock sold by EV XIV-2A; (iv) 644,724 shares of Class A Common Stock sold by EV XIV-3A; (v) 364,810 shares of Class A Common Stock sold by EV XIV-C-AIV; and (vi) 2,065,558 shares of Class A Common Stock sold by EV XIV-C.

F7 · price: This amount represents the purchase price in the Block Trade (as defined below). The Record Holders, other than EV XIV-C, also used this price per share for the purchase price of the shares of the Class B Common Stock under the September 2024 Transfer.

F2 · balance_after: EnerVest Management GP, L.C. ("EVM GP") is the general partner of EnerVest, Ltd. ("EnerVest"), which is the sole member, with sole control over the actions of, each of, EVFA GP XIV, LLC, EVFA XIV-2A, LLC and EVFA XIV-3A, LLC, the managing general partners, respectively, of EnerVest Energy Institutional Fund XIV-A, L.P. ("EV XIV-A"), EnerVest Energy Institutional Fund XIV-2A, L.P. ("EV XIV-2A") and EnerVest Energy Institutional Fund XIV-3A, L.P. ("EV XIV-3A"). EnerVest is also the sole member, with sole control over the actions of, each of, EnerVest Holding XIV, LLC, the general partner of EnerVest Energy Institutional Fund XIV-WIC, L.P. ("EV XIV-WIC"), EVFC GP XIV, LLC, the managing general partner of EnerVest Energy Institutional Fund XIV-C-AIV, L.P. ("EV XIV-C-AIV"), and EVFC GP XIV, LLC, the managing general partner of EnerVest Energy Institutional Fund XIV-C, L.P. ("EV XIV-C").

F3 · balance_after: EnerVest Investment Services, L.L.C. ("EIS, LLC") is the investment advisor for EV XIV-A, EV XIV-2A, EV XIV-3A, EV XIV-WIC, EV XIV-C-AIV and EV XIV-C (such six entities together, the "Record Holders" and each, a "Record Holder").

F9 · balance_after: Each Record Holder and each of EVM GP, EnerVest, EVFA GP XIV, LLC, EVFA XIV-2A, LLC, EVFA XIV-3A, LLC, EnerVest Holding XIV, LLC, EVFC GP XIV, LLC, and EIS, LLC (collectively, the "Non-Fund Entities") directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the Equity Interests (as defined below) owned by the Record Holders and, therefore, a "ten percent holder" hereunder.

F10 · balance_after: Each Record Holder and each Non-Fund Entity disclaims beneficial ownership of the Equity Interests reported herein, except to the extent of its pecuniary interest therein, and, with respect to each of the Record Holders, except to the extent of its respective direct ownership reported herein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of such securities for purposes of Section 16 or for any other purposes.

F13 · balance_after: EV XIV-C owns of record 2,099,403 shares of Class A Common Stock.

Read SEC document
September 23, 2024 Filed Sep 25, 2024 18:39 UTC ConversionClass A Common Stock 4,934,442 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-102887 · tm2424887-2_4seq1.xml · nonDerivative · entry 1

EnerVest, Ltd. · CIK 0001375345 · Director

EnerVest Management GP, L.C. · CIK 0001749934 · Director

EnerVest Energy Institutional Fund XIV-A, L.P. · CIK 0001634806 · Director

EnerVest Energy Institutional Fund XIV-2A, L.P. · CIK 0001674589 · Director

EnerVest Energy Institutional Fund XIV-3A, L.P. · CIK 0001677997 · Director

EnerVest Energy Institutional Fund XIV-WIC, L.P. · CIK 0001749857 · Director

EnerVest Energy Institutional Fund XIV-C-AIV, L.P. · CIK 0001749935 · Director

EnerVest Energy Institutional Fund XIV-C, L.P. · CIK 0001634809 · Director

EnerVest Investment Services, L.L.C. · CIK 0001749921 · Director

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

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 9,099,403

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.

F4 · shares: Represents: (i) 3,265,817 shares of Class B Common Stock held by EV XIV-A converted to the same number of shares of Class A Common Stock; (ii) 34,117 shares of Class B Common Stock held by EV XIV-WIC converted to the same number of shares of Class A Common Stock; (iii) 624,974 shares of Class B Common Stock held by EV XIV-2A converted to the same number of shares of Class A Common Stock; (iv) 644,724 shares of Class B Common Stock held by EV XIV-3A converted to the same number of shares of Class A Common Stock; and (v) 364,810 shares of Class B Common Stock held by EV XIV-C-AIV converted to the same number of shares of Class A Common Stock (collectively, the "September 2024 Conversion Shares").

F1 · price: Shares of the Issuer's Class B Common Stock ("Class B Common Stock"), when combined with an equal number of units ("Units") of Magnolia Oil & Gas Parent LLC, a Delaware limited liability company of which the Issuer is the managing member, are exchangeable from time to time at the option of the holders thereof for shares of the Issuer's Class A Common Stock ("Class A Common Stock") on a one-for-one basis (or, at the Issuer's option, for cash).

F2 · balance_after: EnerVest Management GP, L.C. ("EVM GP") is the general partner of EnerVest, Ltd. ("EnerVest"), which is the sole member, with sole control over the actions of, each of, EVFA GP XIV, LLC, EVFA XIV-2A, LLC and EVFA XIV-3A, LLC, the managing general partners, respectively, of EnerVest Energy Institutional Fund XIV-A, L.P. ("EV XIV-A"), EnerVest Energy Institutional Fund XIV-2A, L.P. ("EV XIV-2A") and EnerVest Energy Institutional Fund XIV-3A, L.P. ("EV XIV-3A"). EnerVest is also the sole member, with sole control over the actions of, each of, EnerVest Holding XIV, LLC, the general partner of EnerVest Energy Institutional Fund XIV-WIC, L.P. ("EV XIV-WIC"), EVFC GP XIV, LLC, the managing general partner of EnerVest Energy Institutional Fund XIV-C-AIV, L.P. ("EV XIV-C-AIV"), and EVFC GP XIV, LLC, the managing general partner of EnerVest Energy Institutional Fund XIV-C, L.P. ("EV XIV-C").

F3 · balance_after: EnerVest Investment Services, L.L.C. ("EIS, LLC") is the investment advisor for EV XIV-A, EV XIV-2A, EV XIV-3A, EV XIV-WIC, EV XIV-C-AIV and EV XIV-C (such six entities together, the "Record Holders" and each, a "Record Holder").

F5 · balance_after: Represents the September 2024 Conversion Shares and 4,164,961 shares of Class A Common Stock held by EV XIV-C.

F9 · balance_after: Each Record Holder and each of EVM GP, EnerVest, EVFA GP XIV, LLC, EVFA XIV-2A, LLC, EVFA XIV-3A, LLC, EnerVest Holding XIV, LLC, EVFC GP XIV, LLC, and EIS, LLC (collectively, the "Non-Fund Entities") directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the Equity Interests (as defined below) owned by the Record Holders and, therefore, a "ten percent holder" hereunder.

F10 · balance_after: Each Record Holder and each Non-Fund Entity disclaims beneficial ownership of the Equity Interests reported herein, except to the extent of its pecuniary interest therein, and, with respect to each of the Record Holders, except to the extent of its respective direct ownership reported herein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of such securities for purposes of Section 16 or for any other purposes.

Read SEC document
September 23, 2024 Filed Sep 25, 2024 18:32 UTC SaleClass B Common Stock · Derivative 500,000 $25.86 $12,930,000.00
Disclosure

SEC source: 0001104659-24-102885 · tm2424887-1_4seq1.xml · derivative · entry 5

Walker John B · CIK 0001374442 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 5,523,479

Underlying: Class A Common Stock · 500,000 shares

Expires not disclosed

F1 · derivative.exercise_price: Shares of the Issuer's Class B Common Stock ("Class B Common Stock"), when combined with an equal number of units ("Units") of Magnolia Oil & Gas Parent LLC, a Delaware limited liability company of which the Issuer is the managing member, are exchangeable from time to time at the option of the holders thereof for shares of the Issuer's Class A Common Stock ("Class A Common Stock") on a one-for-one basis (or, at the Issuer's option, for cash).

F14 · derivative.exercise_price: Represents: (i) 330,921 shares of Class B Common Stock transferred by EV XIV-A; (ii) 3,457 shares of Class B Common Stock transferred by EV XIV-WIC; (iii) 63,328 shares of Class B Common Stock transferred by EV XIV-2A; (iv) 65,329 shares of Class B Common Stock transferred by EV XIV-3A; and (v) 36,965 shares of Class B Common Stock transferred by EV XIV-C-AIV (collectively, the "September 2024 Transfer").

F14 · shares: Represents: (i) 330,921 shares of Class B Common Stock transferred by EV XIV-A; (ii) 3,457 shares of Class B Common Stock transferred by EV XIV-WIC; (iii) 63,328 shares of Class B Common Stock transferred by EV XIV-2A; (iv) 65,329 shares of Class B Common Stock transferred by EV XIV-3A; and (v) 36,965 shares of Class B Common Stock transferred by EV XIV-C-AIV (collectively, the "September 2024 Transfer").

F8 · price: This amount represents the purchase price in the Block Trade (as defined below). The Record Holders, other than EV XIV-C, also used this price per share for the purchase price of the shares of the Class B Common Stock under the September 2024 Transfer.

F1 · derivative.exercise_date: Shares of the Issuer's Class B Common Stock ("Class B Common Stock"), when combined with an equal number of units ("Units") of Magnolia Oil & Gas Parent LLC, a Delaware limited liability company of which the Issuer is the managing member, are exchangeable from time to time at the option of the holders thereof for shares of the Issuer's Class A Common Stock ("Class A Common Stock") on a one-for-one basis (or, at the Issuer's option, for cash).

F9 · derivative.expiration_date: Not applicable.

F14 · derivative.underlying_shares: Represents: (i) 330,921 shares of Class B Common Stock transferred by EV XIV-A; (ii) 3,457 shares of Class B Common Stock transferred by EV XIV-WIC; (iii) 63,328 shares of Class B Common Stock transferred by EV XIV-2A; (iv) 65,329 shares of Class B Common Stock transferred by EV XIV-3A; and (v) 36,965 shares of Class B Common Stock transferred by EV XIV-C-AIV (collectively, the "September 2024 Transfer").

F11 · balance_after: Represents the aggregate number of shares of Class B Common Stock owned by EV XIV-A, EV XIV-2A, EV XIV-3A, EV XIV-WIC, and EV XIV-C-AIV. (EV XIV-C's shares of Class A Common Stock, together with the shares of Class B Common Stock and Units held by EV XIV-A, EV XIV-2A, EV XIV-3A, EV XIV-WIC, and EV XIV-C-AIV, are collectively referred to herein as the "Equity Interests.")

F15 · balance_after: EV XIV-A owns of record 3,655,669 shares of Class B Common Stock; EV XIV-2A owns of record 699,578 shares of Class B Common Stock; EV XIV-3A owns of record 721,689 shares of Class B Common Stock; EV XIV-WIC owns of record 38,182 shares of Class B Common Stock; and EV XIV-C-AIV owns of record 408,361 shares of Class B Common Stock.

F2 · ownership.nature: EnerVest Management GP, L.C. ("EVM GP") is the general partner of EnerVest, Ltd. ("EnerVest"), which is the sole member, with sole control over the actions of, each of, EVFA GP XIV, LLC, EVFA XIV-2A, LLC and EVFA XIV-3A, LLC, the managing general partners, respectively, of EnerVest Energy Institutional Fund XIV-A, L.P. ("EV XIV-A"), EnerVest Energy Institutional Fund XIV-2A, L.P. ("EV XIV-2A") and EnerVest Energy Institutional Fund XIV-3A, L.P. ("EV XIV-3A").

F3 · ownership.nature: EnerVest is also the sole member, with sole control over the actions of, each of, EnerVest Holding XIV, LLC, the general partner of EnerVest Energy Institutional Fund XIV-WIC, L.P. ("EV XIV-WIC"), EVFC GP XIV, LLC, the managing general partner of EnerVest Energy Institutional Fund XIV-C-AIV, L.P. ("EV XIV-C-AIV"), and EVFC GP XIV, LLC, the managing general partner of EnerVest Energy Institutional Fund XIV-C, L.P. ("EV XIV-C"). (EV XIV-A, EV XIV-2A, EV XIV-3A, EV XIV-WIC, EV XIV-C-AIV and EV XIV-C together, the "Record Holders"). Mr. Walker is an indirect owner and the Executive Chairman of EVM GP.

F10 · ownership.nature: Mr. Walker directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of the Equity Interests (as defined below) owned by the Record Holders. Mr. Walker disclaims beneficial ownership of the Equity Interests held by each of the Record Holders except to the extent of his pecuniary interest in each of the Record Holders and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

Read SEC document
September 23, 2024 Filed Sep 25, 2024 18:32 UTC ConversionClass B Common Stock · Derivative 4,934,442 $0.00 $0.00
Disclosure

SEC source: 0001104659-24-102885 · tm2424887-1_4seq1.xml · derivative · entry 4

Walker John B · CIK 0001374442 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 6,023,479

Underlying: Class A Common Stock · 4,934,442 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: Shares of the Issuer's Class B Common Stock ("Class B Common Stock"), when combined with an equal number of units ("Units") of Magnolia Oil & Gas Parent LLC, a Delaware limited liability company of which the Issuer is the managing member, are exchangeable from time to time at the option of the holders thereof for shares of the Issuer's Class A Common Stock ("Class A Common Stock") on a one-for-one basis (or, at the Issuer's option, for cash).

F4 · derivative.exercise_price: Represents: (i) 3,265,817 shares of Class B Common Stock held by EV XIV-A converted to the same number of shares of Class A Common Stock; (ii) 34,117 shares of Class B Common Stock held by EV XIV-WIC converted to the same number of shares of Class A Common Stock; (iii) 624,974 shares of Class B Common Stock held by EV XIV-2A converted to the same number of shares of Class A Common Stock; (iv) 644,724 shares of Class B Common Stock held by EV XIV-3A converted to the same number of shares of Class A Common Stock; and (v) 364,810 shares of Class B Common Stock held by EV XIV-C-AIV converted to the same number of shares of Class A Common Stock (collectively, the "September 2024 Conversion Shares").

F4 · shares: Represents: (i) 3,265,817 shares of Class B Common Stock held by EV XIV-A converted to the same number of shares of Class A Common Stock; (ii) 34,117 shares of Class B Common Stock held by EV XIV-WIC converted to the same number of shares of Class A Common Stock; (iii) 624,974 shares of Class B Common Stock held by EV XIV-2A converted to the same number of shares of Class A Common Stock; (iv) 644,724 shares of Class B Common Stock held by EV XIV-3A converted to the same number of shares of Class A Common Stock; and (v) 364,810 shares of Class B Common Stock held by EV XIV-C-AIV converted to the same number of shares of Class A Common Stock (collectively, the "September 2024 Conversion Shares").

F1 · price: Shares of the Issuer's Class B Common Stock ("Class B Common Stock"), when combined with an equal number of units ("Units") of Magnolia Oil & Gas Parent LLC, a Delaware limited liability company of which the Issuer is the managing member, are exchangeable from time to time at the option of the holders thereof for shares of the Issuer's Class A Common Stock ("Class A Common Stock") on a one-for-one basis (or, at the Issuer's option, for cash).

F1 · derivative.exercise_date: Shares of the Issuer's Class B Common Stock ("Class B Common Stock"), when combined with an equal number of units ("Units") of Magnolia Oil & Gas Parent LLC, a Delaware limited liability company of which the Issuer is the managing member, are exchangeable from time to time at the option of the holders thereof for shares of the Issuer's Class A Common Stock ("Class A Common Stock") on a one-for-one basis (or, at the Issuer's option, for cash).

F9 · derivative.expiration_date: Not applicable.

F4 · derivative.underlying_shares: Represents: (i) 3,265,817 shares of Class B Common Stock held by EV XIV-A converted to the same number of shares of Class A Common Stock; (ii) 34,117 shares of Class B Common Stock held by EV XIV-WIC converted to the same number of shares of Class A Common Stock; (iii) 624,974 shares of Class B Common Stock held by EV XIV-2A converted to the same number of shares of Class A Common Stock; (iv) 644,724 shares of Class B Common Stock held by EV XIV-3A converted to the same number of shares of Class A Common Stock; and (v) 364,810 shares of Class B Common Stock held by EV XIV-C-AIV converted to the same number of shares of Class A Common Stock (collectively, the "September 2024 Conversion Shares").

F7 · balance_after: Represents shares of Class B Common Stock held (prior to giving effect to the September 2024 Transfer (as defined below)) as follows: (i) 3,986,590 shares of Class B Common Stock held by EV XIV-A; (ii) 41,639 shares of Class B Common Stock held by EV XIV-WIC; (iii) 762,906 shares of Class B Common Stock held by EV XIV-2A; (iv) 787,018 shares of Class B Common Stock held by EV XIV-3A; and (v) 445,326 shares of Class B Common Stock held by EV XIV-C-AIV.

F11 · balance_after: Represents the aggregate number of shares of Class B Common Stock owned by EV XIV-A, EV XIV-2A, EV XIV-3A, EV XIV-WIC, and EV XIV-C-AIV. (EV XIV-C's shares of Class A Common Stock, together with the shares of Class B Common Stock and Units held by EV XIV-A, EV XIV-2A, EV XIV-3A, EV XIV-WIC, and EV XIV-C-AIV, are collectively referred to herein as the "Equity Interests.")

F2 · ownership.nature: EnerVest Management GP, L.C. ("EVM GP") is the general partner of EnerVest, Ltd. ("EnerVest"), which is the sole member, with sole control over the actions of, each of, EVFA GP XIV, LLC, EVFA XIV-2A, LLC and EVFA XIV-3A, LLC, the managing general partners, respectively, of EnerVest Energy Institutional Fund XIV-A, L.P. ("EV XIV-A"), EnerVest Energy Institutional Fund XIV-2A, L.P. ("EV XIV-2A") and EnerVest Energy Institutional Fund XIV-3A, L.P. ("EV XIV-3A").

F3 · ownership.nature: EnerVest is also the sole member, with sole control over the actions of, each of, EnerVest Holding XIV, LLC, the general partner of EnerVest Energy Institutional Fund XIV-WIC, L.P. ("EV XIV-WIC"), EVFC GP XIV, LLC, the managing general partner of EnerVest Energy Institutional Fund XIV-C-AIV, L.P. ("EV XIV-C-AIV"), and EVFC GP XIV, LLC, the managing general partner of EnerVest Energy Institutional Fund XIV-C, L.P. ("EV XIV-C"). (EV XIV-A, EV XIV-2A, EV XIV-3A, EV XIV-WIC, EV XIV-C-AIV and EV XIV-C together, the "Record Holders"). Mr. Walker is an indirect owner and the Executive Chairman of EVM GP.

F10 · ownership.nature: Mr. Walker directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of the Equity Interests (as defined below) owned by the Record Holders. Mr. Walker disclaims beneficial ownership of the Equity Interests held by each of the Record Holders except to the extent of his pecuniary interest in each of the Record Holders and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

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September 23, 2024 Filed Sep 25, 2024 18:32 UTC SaleClass A Common Stock 7,000,000 $25.86 $181,020,000.00
Disclosure

SEC source: 0001104659-24-102885 · tm2424887-1_4seq1.xml · nonDerivative · entry 2

Walker John B · CIK 0001374442 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 2,099,403

F12 · shares: Represents shares of Class A Common Stock sold in a block trade transaction entered into by the Record Holders on September 23, 2024, which transaction closed on September 25, 2024 (the "Block Trade"), as follows: (i) 3,265,817 shares of Class A Common Stock sold by EV XIV-A; (ii) 34,117 shares of Class A Common Stock sold by EV XIV-WIC; (iii) 624,974 shares of Class A Common Stock sold by EV XIV-2A; (iv) 644,724 shares of Class A Common Stock sold by EV XIV-3A; (v) 364,810 shares of Class A Common Stock sold by EV XIV-C-AIV; and (vi) 2,065,558 shares of Class A Common Stock sold by EV XIV-C.

F8 · price: This amount represents the purchase price in the Block Trade (as defined below). The Record Holders, other than EV XIV-C, also used this price per share for the purchase price of the shares of the Class B Common Stock under the September 2024 Transfer.

F13 · balance_after: EV XIV-C owns of record 2,099,403 shares of Class A Common Stock.

F2 · ownership.nature: EnerVest Management GP, L.C. ("EVM GP") is the general partner of EnerVest, Ltd. ("EnerVest"), which is the sole member, with sole control over the actions of, each of, EVFA GP XIV, LLC, EVFA XIV-2A, LLC and EVFA XIV-3A, LLC, the managing general partners, respectively, of EnerVest Energy Institutional Fund XIV-A, L.P. ("EV XIV-A"), EnerVest Energy Institutional Fund XIV-2A, L.P. ("EV XIV-2A") and EnerVest Energy Institutional Fund XIV-3A, L.P. ("EV XIV-3A").

F3 · ownership.nature: EnerVest is also the sole member, with sole control over the actions of, each of, EnerVest Holding XIV, LLC, the general partner of EnerVest Energy Institutional Fund XIV-WIC, L.P. ("EV XIV-WIC"), EVFC GP XIV, LLC, the managing general partner of EnerVest Energy Institutional Fund XIV-C-AIV, L.P. ("EV XIV-C-AIV"), and EVFC GP XIV, LLC, the managing general partner of EnerVest Energy Institutional Fund XIV-C, L.P. ("EV XIV-C"). (EV XIV-A, EV XIV-2A, EV XIV-3A, EV XIV-WIC, EV XIV-C-AIV and EV XIV-C together, the "Record Holders"). Mr. Walker is an indirect owner and the Executive Chairman of EVM GP.

F10 · ownership.nature: Mr. Walker directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of the Equity Interests (as defined below) owned by the Record Holders. Mr. Walker disclaims beneficial ownership of the Equity Interests held by each of the Record Holders except to the extent of his pecuniary interest in each of the Record Holders and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

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September 23, 2024 Filed Sep 25, 2024 18:32 UTC ConversionClass A Common Stock 4,934,442 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-102885 · tm2424887-1_4seq1.xml · nonDerivative · entry 1

Walker John B · CIK 0001374442 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 9,099,403

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.

F4 · shares: Represents: (i) 3,265,817 shares of Class B Common Stock held by EV XIV-A converted to the same number of shares of Class A Common Stock; (ii) 34,117 shares of Class B Common Stock held by EV XIV-WIC converted to the same number of shares of Class A Common Stock; (iii) 624,974 shares of Class B Common Stock held by EV XIV-2A converted to the same number of shares of Class A Common Stock; (iv) 644,724 shares of Class B Common Stock held by EV XIV-3A converted to the same number of shares of Class A Common Stock; and (v) 364,810 shares of Class B Common Stock held by EV XIV-C-AIV converted to the same number of shares of Class A Common Stock (collectively, the "September 2024 Conversion Shares").

F1 · price: Shares of the Issuer's Class B Common Stock ("Class B Common Stock"), when combined with an equal number of units ("Units") of Magnolia Oil & Gas Parent LLC, a Delaware limited liability company of which the Issuer is the managing member, are exchangeable from time to time at the option of the holders thereof for shares of the Issuer's Class A Common Stock ("Class A Common Stock") on a one-for-one basis (or, at the Issuer's option, for cash).

F5 · balance_after: Represents the September 2024 Conversion Shares and 4,164,961 shares of Class A Common Stock held by EV XIV-C.

F2 · ownership.nature: EnerVest Management GP, L.C. ("EVM GP") is the general partner of EnerVest, Ltd. ("EnerVest"), which is the sole member, with sole control over the actions of, each of, EVFA GP XIV, LLC, EVFA XIV-2A, LLC and EVFA XIV-3A, LLC, the managing general partners, respectively, of EnerVest Energy Institutional Fund XIV-A, L.P. ("EV XIV-A"), EnerVest Energy Institutional Fund XIV-2A, L.P. ("EV XIV-2A") and EnerVest Energy Institutional Fund XIV-3A, L.P. ("EV XIV-3A").

F3 · ownership.nature: EnerVest is also the sole member, with sole control over the actions of, each of, EnerVest Holding XIV, LLC, the general partner of EnerVest Energy Institutional Fund XIV-WIC, L.P. ("EV XIV-WIC"), EVFC GP XIV, LLC, the managing general partner of EnerVest Energy Institutional Fund XIV-C-AIV, L.P. ("EV XIV-C-AIV"), and EVFC GP XIV, LLC, the managing general partner of EnerVest Energy Institutional Fund XIV-C, L.P. ("EV XIV-C"). (EV XIV-A, EV XIV-2A, EV XIV-3A, EV XIV-WIC, EV XIV-C-AIV and EV XIV-C together, the "Record Holders"). Mr. Walker is an indirect owner and the Executive Chairman of EVM GP.

F10 · ownership.nature: Mr. Walker directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of the Equity Interests (as defined below) owned by the Record Holders. Mr. Walker disclaims beneficial ownership of the Equity Interests held by each of the Record Holders except to the extent of his pecuniary interest in each of the Record Holders and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

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September 03, 2024 Filed Sep 5, 2024 20:12 UTC GrantClass A Common Stock 62 $0.00 $0.00
Disclosure

SEC source: 0001415889-24-022898 · form4-09052024_080943.xml · nonDerivative · entry 1

Acosta Arcilia · CIK 0001629039 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 139,113

F1 · shares: Reflects additional fully-vested restricted stock units ("RSUs") issued under the Magnolia Oil & Gas Corporation Long Term Incentive Plan with respect to dividend equivalent rights on previously deferred RSUs held by the reporting person, in connection with the payment of cash dividends to holders of Class A common stock ("Class A Common Stock") of Magnolia Oil & Gas Corporation on September 3, 2024. Each RSU represents a contingent right to receive one share of Class A Common Stock.

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June 03, 2024 Filed Jun 5, 2024 20:12 UTC GrantClass A Common Stock 61 $0.00 $0.00
Disclosure

SEC source: 0001415889-24-015553 · form4-06052024_080644.xml · nonDerivative · entry 1

Acosta Arcilia · CIK 0001629039 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 139,051

F1 · shares: Reflects additional fully-vested restricted stock units ("RSUs") issued under the Magnolia Oil & Gas Corporation Long Term Incentive Plan with respect to dividend equivalent rights on previously deferred RSUs held by the reporting person, in connection with the payment of cash dividends to holders of Class A common stock ("Class A Common Stock") of Magnolia Oil & Gas Corporation on June 3, 2024. Each RSU represents a contingent right to receive one share of Class A Common Stock.

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May 14, 2024 Filed May 15, 2024 21:40 UTC
EnerVest, Ltd.Director · 10% owner
SaleClass B Common Stock · Derivative 3,000,000 $25.58 $76,740,000.00
Disclosure

SEC source: 0001104659-24-062155 · tm2414674-1_4seq1.xml · derivative · entry 4

EnerVest, Ltd. · CIK 0001375345 · Director · 10% owner

EnerVest Management GP, L.C. · CIK 0001749934 · 10% owner

EnerVest Energy Institutional Fund XIV-A, L.P. · CIK 0001634806 · 10% owner

EnerVest Energy Institutional Fund XIV-2A, L.P. · CIK 0001674589 · 10% owner

EnerVest Energy Institutional Fund XIV-3A, L.P. · CIK 0001677997 · 10% owner

EnerVest Energy Institutional Fund XIV-WIC, L.P. · CIK 0001749857 · 10% owner

EnerVest Energy Institutional Fund XIV-C-AIV, L.P. · CIK 0001749935 · 10% owner

EnerVest Energy Institutional Fund XIV-C, L.P. · CIK 0001634809 · 10% owner

EnerVest Investment Services, L.L.C. · CIK 0001749921 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 10,957,921

Underlying: Class A Common Stock · 3,000,000 shares

Expires not disclosed

F1 · derivative.exercise_price: Shares of the Issuer's Class B Common Stock ("Class B Common Stock"), when combined with an equal number of units ("Units") of Magnolia Oil & Gas Parent LLC, a Delaware limited liability company of which the Issuer is the managing member, are exchangeable from time to time at the option of the holders thereof for shares of the Issuer's Class A Common Stock ("Class A Common Stock") on a one-for-one basis (or, at the Issuer's option, for cash).

F14 · derivative.exercise_price: Represents: (i) 1,985,524 shares of Class B Common Stock transferred by EV XIV-A; (ii) 20,742 shares of Class B Common Stock transferred by EV XIV-WIC; (iii) 379,966 shares of Class B Common Stock transferred by EV XIV-2A; (iv) 391,974 of Class B Common Stock transferred by EV XIV-3A; and (v) 221,794 shares of Class B Common Stock transferred by EV XIV-C-AIV (collectively, the "May 2024 Transfer").

F14 · shares: Represents: (i) 1,985,524 shares of Class B Common Stock transferred by EV XIV-A; (ii) 20,742 shares of Class B Common Stock transferred by EV XIV-WIC; (iii) 379,966 shares of Class B Common Stock transferred by EV XIV-2A; (iv) 391,974 of Class B Common Stock transferred by EV XIV-3A; and (v) 221,794 shares of Class B Common Stock transferred by EV XIV-C-AIV (collectively, the "May 2024 Transfer").

F7 · price: This amount represents the purchase price in the Block Trade (as defined below). The Record Holders, other than EV XIV-C, also used this price per share for the purchase price of the shares of the Class B Common Stock under the May 2024 Transfer.

F1 · derivative.exercise_date: Shares of the Issuer's Class B Common Stock ("Class B Common Stock"), when combined with an equal number of units ("Units") of Magnolia Oil & Gas Parent LLC, a Delaware limited liability company of which the Issuer is the managing member, are exchangeable from time to time at the option of the holders thereof for shares of the Issuer's Class A Common Stock ("Class A Common Stock") on a one-for-one basis (or, at the Issuer's option, for cash).

F8 · derivative.expiration_date: Not applicable.

F14 · derivative.underlying_shares: Represents: (i) 1,985,524 shares of Class B Common Stock transferred by EV XIV-A; (ii) 20,742 shares of Class B Common Stock transferred by EV XIV-WIC; (iii) 379,966 shares of Class B Common Stock transferred by EV XIV-2A; (iv) 391,974 of Class B Common Stock transferred by EV XIV-3A; and (v) 221,794 shares of Class B Common Stock transferred by EV XIV-C-AIV (collectively, the "May 2024 Transfer").

F2 · balance_after: EnerVest Management GP, L.C. ("EVM GP") is the general partner of EnerVest, Ltd. ("EnerVest"), which is the sole member, with sole control over the actions of, each of, EVFA GP XIV, LLC, EVFA XIV-2A, LLC and EVFA XIV-3A, LLC, the managing general partners, respectively, of EnerVest Energy Institutional Fund XIV-A, L.P. ("EV XIV-A"), EnerVest Energy Institutional Fund XIV-2A, L.P. ("EV XIV-2A") and EnerVest Energy Institutional Fund XIV-3A, L.P. ("EV XIV-3A"). EnerVest is also the sole member, with sole control over the actions of, each of, EnerVest Holding XIV, LLC, the general partner of EnerVest Energy Institutional Fund XIV-WIC, L.P. ("EV XIV-WIC"), EVFC GP XIV, LLC, the managing general partner of EnerVest Energy Institutional Fund XIV-C-AIV, L.P. ("EV XIV-C-AIV"), and EVFC GP XIV, LLC, the managing general partner of EnerVest Energy Institutional Fund XIV-C, L.P. ("EV XIV-C").

F3 · balance_after: EnerVest Investment Services, L.L.C. ("EIS, LLC") is the investment advisor for EV XIV-A, EV XIV-2A, EV XIV-3A, EV XIV-WIC, EV XIV-C-AIV and EV XIV-C (such six entities together, the "Record Holders" and each, a "Record Holder").

F9 · balance_after: Each Record Holder and each of EVM GP, EnerVest, EVFA GP XIV, LLC, EVFA XIV-2A, LLC, EVFA XIV-3A, LLC, EnerVest Holding XIV, LLC, EVFC GP XIV, LLC, and EIS, LLC (collectively, the "Non-Fund Entities") directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the Equity Interests (as defined below) owned by the Record Holders and, therefore, a "ten percent holder" hereunder.

F10 · balance_after: Each Record Holder and each Non-Fund Entity disclaims beneficial ownership of the Equity Interests reported herein, except to the extent of its pecuniary interest therein, and, with respect to each of the Record Holders, except to the extent of its respective direct ownership reported herein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of such securities for purposes of Section 16 or for any other purposes.

F11 · balance_after: Represents the aggregate number of shares of Class B Common Stock owned by EV XIV-A, EV XIV-2A, EV XIV-3A, EV XIV-WIC, and EV XIV-C-AIV. (EV XIV-C's shares of Class A Common Stock, together with the shares of Class B Common Stock and Units held by EV XIV-A, EV XIV-2A, EV XIV-3A, EV XIV-WIC, and EV XIV-C-AIV, are collectively referred to herein as the "Equity Interests.")

F15 · balance_after: EV XIV-A owns of record 7,252,407 shares of Class B Common Stock; EV XIV-2A owns of record 1,387,880 shares of Class B Common Stock; EV XIV-3A owns of record 1,431,742 shares of Class B Common Stock; EV XIV-WIC owns of record 75,756 shares of Class B Common Stock; and EV XIV-C-AIV owns of record 810,136 shares of Class B Common Stock.

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May 14, 2024 Filed May 15, 2024 21:40 UTC
EnerVest, Ltd.Director · 10% owner
ConversionClass B Common Stock · Derivative 7,868,884 $0.00 $0.00
Disclosure

SEC source: 0001104659-24-062155 · tm2414674-1_4seq1.xml · derivative · entry 3

EnerVest, Ltd. · CIK 0001375345 · Director · 10% owner

EnerVest Management GP, L.C. · CIK 0001749934 · 10% owner

EnerVest Energy Institutional Fund XIV-A, L.P. · CIK 0001634806 · 10% owner

EnerVest Energy Institutional Fund XIV-2A, L.P. · CIK 0001674589 · 10% owner

EnerVest Energy Institutional Fund XIV-3A, L.P. · CIK 0001677997 · 10% owner

EnerVest Energy Institutional Fund XIV-WIC, L.P. · CIK 0001749857 · 10% owner

EnerVest Energy Institutional Fund XIV-C-AIV, L.P. · CIK 0001749935 · 10% owner

EnerVest Energy Institutional Fund XIV-C, L.P. · CIK 0001634809 · 10% owner

EnerVest Investment Services, L.L.C. · CIK 0001749921 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 13,957,921

Underlying: Class A Common Stock · 7,868,884 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: Shares of the Issuer's Class B Common Stock ("Class B Common Stock"), when combined with an equal number of units ("Units") of Magnolia Oil & Gas Parent LLC, a Delaware limited liability company of which the Issuer is the managing member, are exchangeable from time to time at the option of the holders thereof for shares of the Issuer's Class A Common Stock ("Class A Common Stock") on a one-for-one basis (or, at the Issuer's option, for cash).

F4 · derivative.exercise_price: Represents: (i) 5,207,951 shares of Class B Common Stock held by EV XIV-A converted to the same number of shares of Class A Common Stock; (ii) 54,406 shares of Class B Common Stock held by EV XIV-WIC converted to the same number of shares of Class A Common Stock; (iii) 996,637 shares of Class B Common Stock held by EV XIV-2A converted to the same number of shares of Class A Common Stock; (iv) 1,028,132 shares of Class B Common Stock held by EV XIV-3A converted to the same number of shares of Class A Common Stock; and (v) 581,758 shares of Class B Common Stock held by EV XIV-C-AIV converted to the same number of shares of Class A Common Stock (collectively, the "May 2024 Conversion Shares").

F4 · shares: Represents: (i) 5,207,951 shares of Class B Common Stock held by EV XIV-A converted to the same number of shares of Class A Common Stock; (ii) 54,406 shares of Class B Common Stock held by EV XIV-WIC converted to the same number of shares of Class A Common Stock; (iii) 996,637 shares of Class B Common Stock held by EV XIV-2A converted to the same number of shares of Class A Common Stock; (iv) 1,028,132 shares of Class B Common Stock held by EV XIV-3A converted to the same number of shares of Class A Common Stock; and (v) 581,758 shares of Class B Common Stock held by EV XIV-C-AIV converted to the same number of shares of Class A Common Stock (collectively, the "May 2024 Conversion Shares").

F1 · price: Shares of the Issuer's Class B Common Stock ("Class B Common Stock"), when combined with an equal number of units ("Units") of Magnolia Oil & Gas Parent LLC, a Delaware limited liability company of which the Issuer is the managing member, are exchangeable from time to time at the option of the holders thereof for shares of the Issuer's Class A Common Stock ("Class A Common Stock") on a one-for-one basis (or, at the Issuer's option, for cash).

F1 · derivative.exercise_date: Shares of the Issuer's Class B Common Stock ("Class B Common Stock"), when combined with an equal number of units ("Units") of Magnolia Oil & Gas Parent LLC, a Delaware limited liability company of which the Issuer is the managing member, are exchangeable from time to time at the option of the holders thereof for shares of the Issuer's Class A Common Stock ("Class A Common Stock") on a one-for-one basis (or, at the Issuer's option, for cash).

F8 · derivative.expiration_date: Not applicable.

F4 · derivative.underlying_shares: Represents: (i) 5,207,951 shares of Class B Common Stock held by EV XIV-A converted to the same number of shares of Class A Common Stock; (ii) 54,406 shares of Class B Common Stock held by EV XIV-WIC converted to the same number of shares of Class A Common Stock; (iii) 996,637 shares of Class B Common Stock held by EV XIV-2A converted to the same number of shares of Class A Common Stock; (iv) 1,028,132 shares of Class B Common Stock held by EV XIV-3A converted to the same number of shares of Class A Common Stock; and (v) 581,758 shares of Class B Common Stock held by EV XIV-C-AIV converted to the same number of shares of Class A Common Stock (collectively, the "May 2024 Conversion Shares").

F2 · balance_after: EnerVest Management GP, L.C. ("EVM GP") is the general partner of EnerVest, Ltd. ("EnerVest"), which is the sole member, with sole control over the actions of, each of, EVFA GP XIV, LLC, EVFA XIV-2A, LLC and EVFA XIV-3A, LLC, the managing general partners, respectively, of EnerVest Energy Institutional Fund XIV-A, L.P. ("EV XIV-A"), EnerVest Energy Institutional Fund XIV-2A, L.P. ("EV XIV-2A") and EnerVest Energy Institutional Fund XIV-3A, L.P. ("EV XIV-3A"). EnerVest is also the sole member, with sole control over the actions of, each of, EnerVest Holding XIV, LLC, the general partner of EnerVest Energy Institutional Fund XIV-WIC, L.P. ("EV XIV-WIC"), EVFC GP XIV, LLC, the managing general partner of EnerVest Energy Institutional Fund XIV-C-AIV, L.P. ("EV XIV-C-AIV"), and EVFC GP XIV, LLC, the managing general partner of EnerVest Energy Institutional Fund XIV-C, L.P. ("EV XIV-C").

F3 · balance_after: EnerVest Investment Services, L.L.C. ("EIS, LLC") is the investment advisor for EV XIV-A, EV XIV-2A, EV XIV-3A, EV XIV-WIC, EV XIV-C-AIV and EV XIV-C (such six entities together, the "Record Holders" and each, a "Record Holder").

F6 · balance_after: Represents shares of Class B Common Stock held (prior to giving effect to the May 2024 Transfer (as defined below)) as follows: (i) 14,445,882 shares of Class B Common Stock held by EV XIV-A; (ii) 150,904 shares of Class B Common Stock held by EV XIV-WIC; (iii) 2,764,483 shares of Class B Common Stock held by EV XIV-2A; (iv) 2,851,848 shares of Class B Common Stock held by EV XIV-3A; and (v) 1,613,688 shares of Class B Common Stock held by EV XIV-C-AIV.

F9 · balance_after: Each Record Holder and each of EVM GP, EnerVest, EVFA GP XIV, LLC, EVFA XIV-2A, LLC, EVFA XIV-3A, LLC, EnerVest Holding XIV, LLC, EVFC GP XIV, LLC, and EIS, LLC (collectively, the "Non-Fund Entities") directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the Equity Interests (as defined below) owned by the Record Holders and, therefore, a "ten percent holder" hereunder.

F10 · balance_after: Each Record Holder and each Non-Fund Entity disclaims beneficial ownership of the Equity Interests reported herein, except to the extent of its pecuniary interest therein, and, with respect to each of the Record Holders, except to the extent of its respective direct ownership reported herein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of such securities for purposes of Section 16 or for any other purposes.

F11 · balance_after: Represents the aggregate number of shares of Class B Common Stock owned by EV XIV-A, EV XIV-2A, EV XIV-3A, EV XIV-WIC, and EV XIV-C-AIV. (EV XIV-C's shares of Class A Common Stock, together with the shares of Class B Common Stock and Units held by EV XIV-A, EV XIV-2A, EV XIV-3A, EV XIV-WIC, and EV XIV-C-AIV, are collectively referred to herein as the "Equity Interests.")

Read SEC document
May 14, 2024 Filed May 15, 2024 21:40 UTC
EnerVest, Ltd.Director · 10% owner
SaleClass A Common Stock 12,000,000 $25.58 $306,960,000.00
Disclosure

SEC source: 0001104659-24-062155 · tm2414674-1_4seq1.xml · nonDerivative · entry 2

EnerVest, Ltd. · CIK 0001375345 · Director · 10% owner

EnerVest Management GP, L.C. · CIK 0001749934 · 10% owner

EnerVest Energy Institutional Fund XIV-A, L.P. · CIK 0001634806 · 10% owner

EnerVest Energy Institutional Fund XIV-2A, L.P. · CIK 0001674589 · 10% owner

EnerVest Energy Institutional Fund XIV-3A, L.P. · CIK 0001677997 · 10% owner

EnerVest Energy Institutional Fund XIV-WIC, L.P. · CIK 0001749857 · 10% owner

EnerVest Energy Institutional Fund XIV-C-AIV, L.P. · CIK 0001749935 · 10% owner

EnerVest Energy Institutional Fund XIV-C, L.P. · CIK 0001634809 · 10% owner

EnerVest Investment Services, L.L.C. · CIK 0001749921 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 4,164,961

F12 · shares: Represents shares of Class A Common Stock sold in a block trade transaction entered into by the Record Holders on May 14, 2024, which transaction is expected to close on May 16, 2024 (the "Block Trade"), as follows: (i) 5,207,951 shares of Class A Common Stock sold by EV XIV-A; (ii) 54,406 shares of Class A Common Stock sold by EV XIV-WIC; (iii) 996,637 shares of Class A Common Stock sold by EV XIV-2A; (iv) 1,028,132 shares of Class A Common Stock sold by EV XIV-3A; (v) 581,758 shares of Class A Common Stock sold by EV XIV-C-AIV; and (vi) 4,131,116 shares of Class A Common Stock sold by EV XIV-C.

F7 · price: This amount represents the purchase price in the Block Trade (as defined below). The Record Holders, other than EV XIV-C, also used this price per share for the purchase price of the shares of the Class B Common Stock under the May 2024 Transfer.

F2 · balance_after: EnerVest Management GP, L.C. ("EVM GP") is the general partner of EnerVest, Ltd. ("EnerVest"), which is the sole member, with sole control over the actions of, each of, EVFA GP XIV, LLC, EVFA XIV-2A, LLC and EVFA XIV-3A, LLC, the managing general partners, respectively, of EnerVest Energy Institutional Fund XIV-A, L.P. ("EV XIV-A"), EnerVest Energy Institutional Fund XIV-2A, L.P. ("EV XIV-2A") and EnerVest Energy Institutional Fund XIV-3A, L.P. ("EV XIV-3A"). EnerVest is also the sole member, with sole control over the actions of, each of, EnerVest Holding XIV, LLC, the general partner of EnerVest Energy Institutional Fund XIV-WIC, L.P. ("EV XIV-WIC"), EVFC GP XIV, LLC, the managing general partner of EnerVest Energy Institutional Fund XIV-C-AIV, L.P. ("EV XIV-C-AIV"), and EVFC GP XIV, LLC, the managing general partner of EnerVest Energy Institutional Fund XIV-C, L.P. ("EV XIV-C").

F3 · balance_after: EnerVest Investment Services, L.L.C. ("EIS, LLC") is the investment advisor for EV XIV-A, EV XIV-2A, EV XIV-3A, EV XIV-WIC, EV XIV-C-AIV and EV XIV-C (such six entities together, the "Record Holders" and each, a "Record Holder").

F9 · balance_after: Each Record Holder and each of EVM GP, EnerVest, EVFA GP XIV, LLC, EVFA XIV-2A, LLC, EVFA XIV-3A, LLC, EnerVest Holding XIV, LLC, EVFC GP XIV, LLC, and EIS, LLC (collectively, the "Non-Fund Entities") directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the Equity Interests (as defined below) owned by the Record Holders and, therefore, a "ten percent holder" hereunder.

F10 · balance_after: Each Record Holder and each Non-Fund Entity disclaims beneficial ownership of the Equity Interests reported herein, except to the extent of its pecuniary interest therein, and, with respect to each of the Record Holders, except to the extent of its respective direct ownership reported herein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of such securities for purposes of Section 16 or for any other purposes.

F13 · balance_after: EV XIV-C owns of record 4,164,961 shares of Class A Common Stock.

Read SEC document
May 14, 2024 Filed May 15, 2024 21:40 UTC
EnerVest, Ltd.Director · 10% owner
ConversionClass A Common Stock 7,868,884 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-062155 · tm2414674-1_4seq1.xml · nonDerivative · entry 1

EnerVest, Ltd. · CIK 0001375345 · Director · 10% owner

EnerVest Management GP, L.C. · CIK 0001749934 · 10% owner

EnerVest Energy Institutional Fund XIV-A, L.P. · CIK 0001634806 · 10% owner

EnerVest Energy Institutional Fund XIV-2A, L.P. · CIK 0001674589 · 10% owner

EnerVest Energy Institutional Fund XIV-3A, L.P. · CIK 0001677997 · 10% owner

EnerVest Energy Institutional Fund XIV-WIC, L.P. · CIK 0001749857 · 10% owner

EnerVest Energy Institutional Fund XIV-C-AIV, L.P. · CIK 0001749935 · 10% owner

EnerVest Energy Institutional Fund XIV-C, L.P. · CIK 0001634809 · 10% owner

EnerVest Investment Services, L.L.C. · CIK 0001749921 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 16,164,961

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.

F4 · shares: Represents: (i) 5,207,951 shares of Class B Common Stock held by EV XIV-A converted to the same number of shares of Class A Common Stock; (ii) 54,406 shares of Class B Common Stock held by EV XIV-WIC converted to the same number of shares of Class A Common Stock; (iii) 996,637 shares of Class B Common Stock held by EV XIV-2A converted to the same number of shares of Class A Common Stock; (iv) 1,028,132 shares of Class B Common Stock held by EV XIV-3A converted to the same number of shares of Class A Common Stock; and (v) 581,758 shares of Class B Common Stock held by EV XIV-C-AIV converted to the same number of shares of Class A Common Stock (collectively, the "May 2024 Conversion Shares").

F1 · price: Shares of the Issuer's Class B Common Stock ("Class B Common Stock"), when combined with an equal number of units ("Units") of Magnolia Oil & Gas Parent LLC, a Delaware limited liability company of which the Issuer is the managing member, are exchangeable from time to time at the option of the holders thereof for shares of the Issuer's Class A Common Stock ("Class A Common Stock") on a one-for-one basis (or, at the Issuer's option, for cash).

F2 · balance_after: EnerVest Management GP, L.C. ("EVM GP") is the general partner of EnerVest, Ltd. ("EnerVest"), which is the sole member, with sole control over the actions of, each of, EVFA GP XIV, LLC, EVFA XIV-2A, LLC and EVFA XIV-3A, LLC, the managing general partners, respectively, of EnerVest Energy Institutional Fund XIV-A, L.P. ("EV XIV-A"), EnerVest Energy Institutional Fund XIV-2A, L.P. ("EV XIV-2A") and EnerVest Energy Institutional Fund XIV-3A, L.P. ("EV XIV-3A"). EnerVest is also the sole member, with sole control over the actions of, each of, EnerVest Holding XIV, LLC, the general partner of EnerVest Energy Institutional Fund XIV-WIC, L.P. ("EV XIV-WIC"), EVFC GP XIV, LLC, the managing general partner of EnerVest Energy Institutional Fund XIV-C-AIV, L.P. ("EV XIV-C-AIV"), and EVFC GP XIV, LLC, the managing general partner of EnerVest Energy Institutional Fund XIV-C, L.P. ("EV XIV-C").

F3 · balance_after: EnerVest Investment Services, L.L.C. ("EIS, LLC") is the investment advisor for EV XIV-A, EV XIV-2A, EV XIV-3A, EV XIV-WIC, EV XIV-C-AIV and EV XIV-C (such six entities together, the "Record Holders" and each, a "Record Holder").

F5 · balance_after: Represents the May 2024 Conversion Shares and 4,131,116 shares of Class A Common Stock held by EV XIV-C.

F9 · balance_after: Each Record Holder and each of EVM GP, EnerVest, EVFA GP XIV, LLC, EVFA XIV-2A, LLC, EVFA XIV-3A, LLC, EnerVest Holding XIV, LLC, EVFC GP XIV, LLC, and EIS, LLC (collectively, the "Non-Fund Entities") directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the Equity Interests (as defined below) owned by the Record Holders and, therefore, a "ten percent holder" hereunder.

F10 · balance_after: Each Record Holder and each Non-Fund Entity disclaims beneficial ownership of the Equity Interests reported herein, except to the extent of its pecuniary interest therein, and, with respect to each of the Record Holders, except to the extent of its respective direct ownership reported herein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of such securities for purposes of Section 16 or for any other purposes.

Read SEC document
May 14, 2024 Filed May 15, 2024 21:41 UTC
Walker John BDirector · 10% owner
SaleClass B Common Stock · Derivative 3,000,000 $25.58 $76,740,000.00
Disclosure

SEC source: 0001104659-24-062156 · tm2414674-2_4seq1.xml · derivative · entry 5

Walker John B · CIK 0001374442 · Director · 10% owner

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 10,957,921

Underlying: Class A Common Stock · 3,000,000 shares

Expires not disclosed

F1 · derivative.exercise_price: Shares of the Issuer's Class B Common Stock ("Class B Common Stock"), when combined with an equal number of units ("Units") of Magnolia Oil & Gas Parent LLC, a Delaware limited liability company of which the Issuer is the managing member, are exchangeable from time to time at the option of the holders thereof for shares of the Issuer's Class A Common Stock ("Class A Common Stock") on a one-for-one basis (or, at the Issuer's option, for cash).

F14 · derivative.exercise_price: Represents: (i) 1,985,524 shares of Class B Common Stock transferred by EV XIV-A; (ii) 20,742 shares of Class B Common Stock transferred by EV XIV-WIC; (iii) 379,966 shares of Class B Common Stock transferred by EV XIV-2A; (iv) 391,974 of Class B Common Stock transferred by EV XIV-3A; and (v) 221,794 shares of Class B Common Stock transferred by EV XIV-C-AIV (collectively, the "May 2024 Transfer").

F14 · shares: Represents: (i) 1,985,524 shares of Class B Common Stock transferred by EV XIV-A; (ii) 20,742 shares of Class B Common Stock transferred by EV XIV-WIC; (iii) 379,966 shares of Class B Common Stock transferred by EV XIV-2A; (iv) 391,974 of Class B Common Stock transferred by EV XIV-3A; and (v) 221,794 shares of Class B Common Stock transferred by EV XIV-C-AIV (collectively, the "May 2024 Transfer").

F8 · price: This amount represents the purchase price in the Block Trade (as defined below). The Record Holders, other than EV XIV-C, also used this price per share for the purchase price of the shares of the Class B Common Stock under the May 2024 Transfer.

F1 · derivative.exercise_date: Shares of the Issuer's Class B Common Stock ("Class B Common Stock"), when combined with an equal number of units ("Units") of Magnolia Oil & Gas Parent LLC, a Delaware limited liability company of which the Issuer is the managing member, are exchangeable from time to time at the option of the holders thereof for shares of the Issuer's Class A Common Stock ("Class A Common Stock") on a one-for-one basis (or, at the Issuer's option, for cash).

F9 · derivative.expiration_date: Not applicable.

F14 · derivative.underlying_shares: Represents: (i) 1,985,524 shares of Class B Common Stock transferred by EV XIV-A; (ii) 20,742 shares of Class B Common Stock transferred by EV XIV-WIC; (iii) 379,966 shares of Class B Common Stock transferred by EV XIV-2A; (iv) 391,974 of Class B Common Stock transferred by EV XIV-3A; and (v) 221,794 shares of Class B Common Stock transferred by EV XIV-C-AIV (collectively, the "May 2024 Transfer").

F11 · balance_after: Represents the aggregate number of shares of Class B Common Stock owned by EV XIV-A, EV XIV-2A, EV XIV-3A, EV XIV-WIC, and EV XIV-C-AIV. (EV XIV-C's shares of Class A Common Stock, together with the shares of Class B Common Stock and Units held by EV XIV-A, EV XIV-2A, EV XIV-3A, EV XIV-WIC, and EV XIV-C-AIV, are collectively referred to herein as the "Equity Interests.")

F15 · balance_after: EV XIV-A owns of record 7,252,407 shares of Class B Common Stock; EV XIV-2A owns of record 1,387,880 shares of Class B Common Stock; EV XIV-3A owns of record 1,431,742 shares of Class B Common Stock; EV XIV-WIC owns of record 75,756 shares of Class B Common Stock; and EV XIV-C-AIV owns of record 810,136 shares of Class B Common Stock.

F2 · ownership.nature: EnerVest Management GP, L.C. ("EVM GP") is the general partner of EnerVest, Ltd. ("EnerVest"), which is the sole member, with sole control over the actions of, each of, EVFA GP XIV, LLC, EVFA XIV-2A, LLC and EVFA XIV-3A, LLC, the managing general partners, respectively, of EnerVest Energy Institutional Fund XIV-A, L.P. ("EV XIV-A"), EnerVest Energy Institutional Fund XIV-2A, L.P. ("EV XIV-2A") and EnerVest Energy Institutional Fund XIV-3A, L.P. ("EV XIV-3A").

F3 · ownership.nature: EnerVest is also the sole member, with sole control over the actions of, each of, EnerVest Holding XIV, LLC, the general partner of EnerVest Energy Institutional Fund XIV-WIC, L.P. ("EV XIV-WIC"), EVFC GP XIV, LLC, the managing general partner of EnerVest Energy Institutional Fund XIV-C-AIV, L.P. ("EV XIV-C-AIV"), and EVFC GP XIV, LLC, the managing general partner of EnerVest Energy Institutional Fund XIV-C, L.P. ("EV XIV-C"). (EV XIV-A, EV XIV-2A, EV XIV-3A, EV XIV-WIC, EV XIV-C-AIV and EV XIV-C together, the "Record Holders"). Mr. Walker is an indirect owner and the Executive Chairman of EVM GP.

F10 · ownership.nature: Mr. Walker directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of the Equity Interests (as defined below) owned by the Record Holders. Mr. Walker disclaims beneficial ownership of the Equity Interests held by each of the Record Holders except to the extent of his pecuniary interest in each of the Record Holders and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

Read SEC document
May 14, 2024 Filed May 15, 2024 21:41 UTC
Walker John BDirector · 10% owner
ConversionClass B Common Stock · Derivative 7,868,884 $0.00 $0.00
Disclosure

SEC source: 0001104659-24-062156 · tm2414674-2_4seq1.xml · derivative · entry 4

Walker John B · CIK 0001374442 · Director · 10% owner

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 13,957,921

Underlying: Class A Common Stock · 7,868,884 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: Shares of the Issuer's Class B Common Stock ("Class B Common Stock"), when combined with an equal number of units ("Units") of Magnolia Oil & Gas Parent LLC, a Delaware limited liability company of which the Issuer is the managing member, are exchangeable from time to time at the option of the holders thereof for shares of the Issuer's Class A Common Stock ("Class A Common Stock") on a one-for-one basis (or, at the Issuer's option, for cash).

F4 · derivative.exercise_price: Represents: (i) 5,207,951 shares of Class B Common Stock held by EV XIV-A converted to the same number of shares of Class A Common Stock; (ii) 54,406 shares of Class B Common Stock held by EV XIV-WIC converted to the same number of shares of Class A Common Stock; (iii) 996,637 shares of Class B Common Stock held by EV XIV-2A converted to the same number of shares of Class A Common Stock; (iv) 1,028,132 shares of Class B Common Stock held by EV XIV-3A converted to the same number of shares of Class A Common Stock; and (v) 581,758 shares of Class B Common Stock held by EV XIV-C-AIV converted to the same number of shares of Class A Common Stock (collectively, the "May 2024 Conversion Shares").

F4 · shares: Represents: (i) 5,207,951 shares of Class B Common Stock held by EV XIV-A converted to the same number of shares of Class A Common Stock; (ii) 54,406 shares of Class B Common Stock held by EV XIV-WIC converted to the same number of shares of Class A Common Stock; (iii) 996,637 shares of Class B Common Stock held by EV XIV-2A converted to the same number of shares of Class A Common Stock; (iv) 1,028,132 shares of Class B Common Stock held by EV XIV-3A converted to the same number of shares of Class A Common Stock; and (v) 581,758 shares of Class B Common Stock held by EV XIV-C-AIV converted to the same number of shares of Class A Common Stock (collectively, the "May 2024 Conversion Shares").

F1 · price: Shares of the Issuer's Class B Common Stock ("Class B Common Stock"), when combined with an equal number of units ("Units") of Magnolia Oil & Gas Parent LLC, a Delaware limited liability company of which the Issuer is the managing member, are exchangeable from time to time at the option of the holders thereof for shares of the Issuer's Class A Common Stock ("Class A Common Stock") on a one-for-one basis (or, at the Issuer's option, for cash).

F1 · derivative.exercise_date: Shares of the Issuer's Class B Common Stock ("Class B Common Stock"), when combined with an equal number of units ("Units") of Magnolia Oil & Gas Parent LLC, a Delaware limited liability company of which the Issuer is the managing member, are exchangeable from time to time at the option of the holders thereof for shares of the Issuer's Class A Common Stock ("Class A Common Stock") on a one-for-one basis (or, at the Issuer's option, for cash).

F9 · derivative.expiration_date: Not applicable.

F4 · derivative.underlying_shares: Represents: (i) 5,207,951 shares of Class B Common Stock held by EV XIV-A converted to the same number of shares of Class A Common Stock; (ii) 54,406 shares of Class B Common Stock held by EV XIV-WIC converted to the same number of shares of Class A Common Stock; (iii) 996,637 shares of Class B Common Stock held by EV XIV-2A converted to the same number of shares of Class A Common Stock; (iv) 1,028,132 shares of Class B Common Stock held by EV XIV-3A converted to the same number of shares of Class A Common Stock; and (v) 581,758 shares of Class B Common Stock held by EV XIV-C-AIV converted to the same number of shares of Class A Common Stock (collectively, the "May 2024 Conversion Shares").

F7 · balance_after: Represents shares of Class B Common Stock held (prior to giving effect to the May 2024 Transfer (as defined below)) as follows: (i) 14,445,882 shares of Class B Common Stock held by EV XIV-A; (ii) 150,904 shares of Class B Common Stock held by EV XIV-WIC; (iii) 2,764,483 shares of Class B Common Stock held by EV XIV-2A; (iv) 2,851,848 shares of Class B Common Stock held by EV XIV-3A; and (v) 1,613,688 shares of Class B Common Stock held by EV XIV-C-AIV.

F11 · balance_after: Represents the aggregate number of shares of Class B Common Stock owned by EV XIV-A, EV XIV-2A, EV XIV-3A, EV XIV-WIC, and EV XIV-C-AIV. (EV XIV-C's shares of Class A Common Stock, together with the shares of Class B Common Stock and Units held by EV XIV-A, EV XIV-2A, EV XIV-3A, EV XIV-WIC, and EV XIV-C-AIV, are collectively referred to herein as the "Equity Interests.")

F2 · ownership.nature: EnerVest Management GP, L.C. ("EVM GP") is the general partner of EnerVest, Ltd. ("EnerVest"), which is the sole member, with sole control over the actions of, each of, EVFA GP XIV, LLC, EVFA XIV-2A, LLC and EVFA XIV-3A, LLC, the managing general partners, respectively, of EnerVest Energy Institutional Fund XIV-A, L.P. ("EV XIV-A"), EnerVest Energy Institutional Fund XIV-2A, L.P. ("EV XIV-2A") and EnerVest Energy Institutional Fund XIV-3A, L.P. ("EV XIV-3A").

F3 · ownership.nature: EnerVest is also the sole member, with sole control over the actions of, each of, EnerVest Holding XIV, LLC, the general partner of EnerVest Energy Institutional Fund XIV-WIC, L.P. ("EV XIV-WIC"), EVFC GP XIV, LLC, the managing general partner of EnerVest Energy Institutional Fund XIV-C-AIV, L.P. ("EV XIV-C-AIV"), and EVFC GP XIV, LLC, the managing general partner of EnerVest Energy Institutional Fund XIV-C, L.P. ("EV XIV-C"). (EV XIV-A, EV XIV-2A, EV XIV-3A, EV XIV-WIC, EV XIV-C-AIV and EV XIV-C together, the "Record Holders"). Mr. Walker is an indirect owner and the Executive Chairman of EVM GP.

F10 · ownership.nature: Mr. Walker directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of the Equity Interests (as defined below) owned by the Record Holders. Mr. Walker disclaims beneficial ownership of the Equity Interests held by each of the Record Holders except to the extent of his pecuniary interest in each of the Record Holders and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

Read SEC document
May 14, 2024 Filed May 15, 2024 21:41 UTC
Walker John BDirector · 10% owner
SaleClass A Common Stock 12,000,000 $25.58 $306,960,000.00
Disclosure

SEC source: 0001104659-24-062156 · tm2414674-2_4seq1.xml · nonDerivative · entry 2

Walker John B · CIK 0001374442 · Director · 10% owner

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 4,164,961

F12 · shares: Represents shares of Class A Common Stock sold in a block trade transaction entered into by the Record Holders on May 14, 2024, which transaction is expected to close on May 16, 2024 (the "Block Trade"), as follows: (i) 5,207,951 shares of Class A Common Stock sold by EV XIV-A; (ii) 54,406 shares of Class A Common Stock sold by EV XIV-WIC; (iii) 996,637 shares of Class A Common Stock sold by EV XIV-2A; (iv) 1,028,132 shares of Class A Common Stock sold by EV XIV-3A; (v) 581,758 shares of Class A Common Stock sold by EV XIV-C-AIV; and (vi) 4,131,116 shares of Class A Common Stock sold by EV XIV-C.

F8 · price: This amount represents the purchase price in the Block Trade (as defined below). The Record Holders, other than EV XIV-C, also used this price per share for the purchase price of the shares of the Class B Common Stock under the May 2024 Transfer.

F13 · balance_after: EV XIV-C owns of record 4,164,961 shares of Class A Common Stock.

F2 · ownership.nature: EnerVest Management GP, L.C. ("EVM GP") is the general partner of EnerVest, Ltd. ("EnerVest"), which is the sole member, with sole control over the actions of, each of, EVFA GP XIV, LLC, EVFA XIV-2A, LLC and EVFA XIV-3A, LLC, the managing general partners, respectively, of EnerVest Energy Institutional Fund XIV-A, L.P. ("EV XIV-A"), EnerVest Energy Institutional Fund XIV-2A, L.P. ("EV XIV-2A") and EnerVest Energy Institutional Fund XIV-3A, L.P. ("EV XIV-3A").

F3 · ownership.nature: EnerVest is also the sole member, with sole control over the actions of, each of, EnerVest Holding XIV, LLC, the general partner of EnerVest Energy Institutional Fund XIV-WIC, L.P. ("EV XIV-WIC"), EVFC GP XIV, LLC, the managing general partner of EnerVest Energy Institutional Fund XIV-C-AIV, L.P. ("EV XIV-C-AIV"), and EVFC GP XIV, LLC, the managing general partner of EnerVest Energy Institutional Fund XIV-C, L.P. ("EV XIV-C"). (EV XIV-A, EV XIV-2A, EV XIV-3A, EV XIV-WIC, EV XIV-C-AIV and EV XIV-C together, the "Record Holders"). Mr. Walker is an indirect owner and the Executive Chairman of EVM GP.

F10 · ownership.nature: Mr. Walker directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of the Equity Interests (as defined below) owned by the Record Holders. Mr. Walker disclaims beneficial ownership of the Equity Interests held by each of the Record Holders except to the extent of his pecuniary interest in each of the Record Holders and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

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May 14, 2024 Filed May 15, 2024 21:41 UTC
Walker John BDirector · 10% owner
ConversionClass A Common Stock 7,868,884 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-062156 · tm2414674-2_4seq1.xml · nonDerivative · entry 1

Walker John B · CIK 0001374442 · Director · 10% owner

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 16,164,961

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.

F4 · shares: Represents: (i) 5,207,951 shares of Class B Common Stock held by EV XIV-A converted to the same number of shares of Class A Common Stock; (ii) 54,406 shares of Class B Common Stock held by EV XIV-WIC converted to the same number of shares of Class A Common Stock; (iii) 996,637 shares of Class B Common Stock held by EV XIV-2A converted to the same number of shares of Class A Common Stock; (iv) 1,028,132 shares of Class B Common Stock held by EV XIV-3A converted to the same number of shares of Class A Common Stock; and (v) 581,758 shares of Class B Common Stock held by EV XIV-C-AIV converted to the same number of shares of Class A Common Stock (collectively, the "May 2024 Conversion Shares").

F1 · price: Shares of the Issuer's Class B Common Stock ("Class B Common Stock"), when combined with an equal number of units ("Units") of Magnolia Oil & Gas Parent LLC, a Delaware limited liability company of which the Issuer is the managing member, are exchangeable from time to time at the option of the holders thereof for shares of the Issuer's Class A Common Stock ("Class A Common Stock") on a one-for-one basis (or, at the Issuer's option, for cash).

F5 · balance_after: Represents the May 2024 Conversion Shares and 4,131,116 shares of Class A Common Stock held by EV XIV-C.

F2 · ownership.nature: EnerVest Management GP, L.C. ("EVM GP") is the general partner of EnerVest, Ltd. ("EnerVest"), which is the sole member, with sole control over the actions of, each of, EVFA GP XIV, LLC, EVFA XIV-2A, LLC and EVFA XIV-3A, LLC, the managing general partners, respectively, of EnerVest Energy Institutional Fund XIV-A, L.P. ("EV XIV-A"), EnerVest Energy Institutional Fund XIV-2A, L.P. ("EV XIV-2A") and EnerVest Energy Institutional Fund XIV-3A, L.P. ("EV XIV-3A").

F3 · ownership.nature: EnerVest is also the sole member, with sole control over the actions of, each of, EnerVest Holding XIV, LLC, the general partner of EnerVest Energy Institutional Fund XIV-WIC, L.P. ("EV XIV-WIC"), EVFC GP XIV, LLC, the managing general partner of EnerVest Energy Institutional Fund XIV-C-AIV, L.P. ("EV XIV-C-AIV"), and EVFC GP XIV, LLC, the managing general partner of EnerVest Energy Institutional Fund XIV-C, L.P. ("EV XIV-C"). (EV XIV-A, EV XIV-2A, EV XIV-3A, EV XIV-WIC, EV XIV-C-AIV and EV XIV-C together, the "Record Holders"). Mr. Walker is an indirect owner and the Executive Chairman of EVM GP.

F10 · ownership.nature: Mr. Walker directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of the Equity Interests (as defined below) owned by the Record Holders. Mr. Walker disclaims beneficial ownership of the Equity Interests held by each of the Record Holders except to the extent of his pecuniary interest in each of the Record Holders and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

Read SEC document
May 07, 2024 Filed May 9, 2024 20:19 UTC GrantClass A Common Stock 6,364 $0.00 $0.00
Disclosure

SEC source: 0001415889-24-012727 · form4-05092024_080543.xml · nonDerivative · entry 1

DJEREJIAN EDWARD P · CIK 0001173584 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 120,485

F1 · shares: Reflects restricted stock units ("RSUs") granted under the Magnolia Oil & Gas Corporation Long Term Incentive Plan (the "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 RSUs will vest on the earlier of (a) the day preceding the next annual meeting of stockholders of the Company at which directors are elected, or (b) the first anniversary of the grant date, in each case, subject to the director's continued service through the applicable vesting date.

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May 07, 2024 Filed May 9, 2024 16:29 UTC
Walker John BDirector · 10% owner
GrantClass A Common Stock 6,364 $0.00 $0.00
Disclosure

SEC source: 0001415889-24-012741 · form4-05092024_080542.xml · nonDerivative · entry 1

Walker John B · CIK 0001374442 · Director · 10% owner

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 615,485

F1 · shares: Reflects restricted stock units ("RSUs") granted under the Magnolia Oil & Gas Corporation Long Term Incentive Plan (the "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 RSUs will vest on the earlier of (a) the day preceding the next annual meeting of stockholders of the Company at which directors are elected, or (b) the first anniversary of the grant date, in each case, subject to the director's continued service through the applicable vesting date.

Read SEC document
May 07, 2024 Filed May 9, 2024 20:25 UTC GrantClass A Common Stock 6,364 $0.00 $0.00
Disclosure

SEC source: 0001415889-24-012733 · form4-05092024_080520.xml · nonDerivative · entry 1

LARSON JAMES R · CIK 0001221981 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 83,035

F1 · shares: Reflects restricted stock units ("RSUs") granted under the Magnolia Oil & Gas Corporation Long Term Incentive Plan (the "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 RSUs will vest on the earlier of (a) the day preceding the next annual meeting of stockholders of the Company at which directors are elected, or (b) the first anniversary of the grant date, in each case, subject to the director's continued service through the applicable vesting date.

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May 07, 2024 Filed May 9, 2024 20:27 UTC
SMITH DAN FDirector
GrantClass A Common Stock 9,257 $0.00 $0.00
Disclosure

SEC source: 0001415889-24-012735 · form4-05092024_080513.xml · nonDerivative · entry 1

SMITH DAN F · CIK 0001188511 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 125,655

F1 · shares: Reflects restricted stock units ("RSUs") granted under the Magnolia Oil & Gas Corporation Long Term Incentive Plan (the "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 RSUs will vest on the earlier of (a) the day preceding the next annual meeting of stockholders of the Company at which directors are elected, or (b) the first anniversary of the grant date, in each case, subject to the director's continued service through the applicable vesting date.

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May 07, 2024 Filed May 9, 2024 20:22 UTC GrantClass A Common Stock 6,364 $0.00 $0.00
Disclosure

SEC source: 0001415889-24-012731 · form4-05092024_080514.xml · nonDerivative · entry 1

Khani David M. · CIK 0001570372 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 8,362

F1 · shares: Reflects restricted stock units ("RSUs") granted under the Magnolia Oil & Gas Corporation Long Term Incentive Plan (the "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 RSUs will vest on the earlier of (a) the day preceding the next annual meeting of stockholders of the Company at which directors are elected, or (b) the first anniversary of the grant date, in each case, subject to the director's continued service through the applicable vesting date.

Read SEC document
May 07, 2024 Filed May 9, 2024 20:17 UTC GrantClass A Common Stock 6,364 $0.00 $0.00
Disclosure

SEC source: 0001415889-24-012725 · form4-05092024_080543.xml · nonDerivative · entry 1

Acosta Arcilia · CIK 0001629039 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 138,990

F1 · shares: Reflects restricted stock units ("RSUs") granted under the Magnolia Oil & Gas Corporation Long Term Incentive Plan (the "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 RSUs will vest on the earlier of (a) the day preceding the next annual meeting of stockholders of the Company at which directors are elected, or (b) the first anniversary of the grant date, in each case, subject to the director's continued service through the applicable vesting date.

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Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.