Michael G. Barrett - Aug 26, 2021 Form 4 Insider Report for MAGNITE, INC. (MGNI)

Role
CEO, Director
Signature
/s/ Aaron Saltz, attorney-in-fact
Stock symbol
MGNI
Transactions as of
Aug 26, 2021
Transactions value $
$0
Form type
4
Date filed
8/30/2021, 04:49 PM
Previous filing
Aug 18, 2021
Next filing
Nov 17, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MGNI Common Stock Award $0 +137K +10.2% $0.00 1.48M Aug 26, 2021 Direct F1

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 Performance Stock Units Award $0 +380K $0.00 380K Aug 26, 2021 Common Stock 380K Direct F2, F3, 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 to 1/3 on each of August 15, 2023, August 15, 2024 and August 15, 2025, subject to 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 Each performance stock unit ("PSU") represents a contingent right to receive on vesting one share of the Issuer's common stock.
F3 The PSUs are subject to both performance-based and time-based vesting requirements. The performance-based requirement for 1/3 of the units will be satisfied if the Issuer achieves share price targets of $60, $80 and $100 over 60 consecutive trading days during a performance period commencing on Aug. 26, 2022 and ending on Aug. 26, 2026, or on such earlier date as the Reporting Person is no longer serving as the Issuer's CEO or Executive Chairman of the Board of Directors. To the extent any of the performance-based requirements are met, the Reporting Person must also provide continued service to the Issuer through at least Aug. 26, 2024 to receive any shares of common stock underlying the PSUs and through Aug. 26, 2026 to receive all of the shares of common stock underlying the PSUs that have satisfied the applicable performance-based requirements. The grant may be subject to accelerated vesting in the event the Reporting Person's employment is terminated under certain circumstances.
F4 Equity grant under the Issuer's 2014 Equity Incentive Plan.