Steve Millican - May 4, 2022 Form 4 Insider Report for Magnolia Oil & Gas Corp (MGY)

Role: SVP - OPERATIONS
Signature: /s/ Timothy D. Yang, Attorney-in-Fact
Stock symbol: MGY
Transactions as of: May 4, 2022
Transactions value $: $0
Form type: 4
Date filed: 5/5/2022, 04:37 PM
Previous filing: Mar 3, 2022
Next filing: Feb 15, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	MGY	Class A Common Stock	Options Exercise		+22.4K	+9.01%		271K	May 4, 2022	Direct	F1
transaction	MGY	Class A Common Stock	Options Exercise		+23.6K	+8.71%		294K	May 4, 2022	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	MGY	Performance Restricted Stock Units	Options Exercise	$0	+22.4K		$0.00^*	0	May 4, 2022	Class A Common Stock	22.4K		Direct	F1
transaction	MGY	Performance Restricted Stock Units	Options Exercise	$0	+23.6K		$0.00^*	0	May 4, 2022	Class A Common Stock	23.6K		Direct	F1

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

Explanation of Responses:

Id	Content
F1	Reflects performance restricted stock units ("PRSUs"), the grant of which was previously reported in Table II of Mr. Millican's Form 4 filed on February 18, 2022 (the "Prior Form 4"). On May 4, 2022, the Compensation Committee certified the achievement of the specified stock appreciation goal, and these PRSUs are no longer subject to performance vesting conditions; however, the target number of PRSUs reported above remains subject to the applicable service-based vesting conditions previously disclosed in the Prior Form 4.

Content

Reflects performance restricted stock units ("PRSUs"), the grant of which was previously reported in Table II of Mr. Millican's Form 4 filed on February 18, 2022 (the "Prior Form 4"). On May 4, 2022, the Compensation Committee certified the achievement of the specified stock appreciation goal, and these PRSUs are no longer subject to performance vesting conditions; however, the target number of PRSUs reported above remains subject to the applicable service-based vesting conditions previously disclosed in the Prior Form 4.