James Allen Dove - Jun 1, 2021 Form 4 Insider Report for MAGNITE, INC. (MGNI)

Role: Chief Technology Officer
Signature: /s/ Aaron Saltz, attorney-in-fact
Stock symbol: MGNI
Transactions as of: Jun 1, 2021
Transactions value $: $0
Form type: 4
Date filed: 6/3/2021, 05:32 PM
Next filing: Feb 3, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	MGNI	Common Stock	Award	$0	+58.8K		$0.00	58.8K	Jun 1, 2021	Direct	F1, F2
transaction	MGNI	Common Stock	Award	$0	+50.4K	+85.71%	$0.00	109K	Jun 1, 2021	Direct	F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	MGNI	Stock Option (Right to Buy)	Award	$0	+43.8K		$0.00	43.8K	Jun 1, 2021	Common Stock	43.8K	$30.93	Direct	F2, F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Represents restricted stock units that vest as follows: 14,711 on May 15, 2022, 3,678 on each August 15, November 15, February 15 and May 15 thereafter until February 15, 2025 and 3,674 on May 15, 2025, subject to the Reporting Person's continued service to the Issuer through each vesting date. This equity grant may be subject to accelerated vesting in the event the Reporting Person's employment is terminated under certain circumstances.
F2	Equity grant under the Issuer's 2014 Equity Incentive Plan.
F3	Represents restricted stock units that vest as follows: one-half on June 1, 2022 and one-half on June 1, 2023, subject to the Reporting Person's continued service to the Issuer through each vesting date. This equity grant may be subject to accelerated vesting in the event the Reporting Person's employment is terminated under certain circumstances.
F4	25% of the total number of shares underlying the option will vest on May 15, 2022 and the remaining shares vest 1/36 per month over the next 36 months thereafter, subject to the Reporting Person's continued service to the Issuer through each vesting date. This equity grant may be subject to accelerated vesting in the event the Reporting Person's employment is terminated under certain circumstances.