Timothy D. Yang - 05 Feb 2026 Form 4 Insider Report for Magnolia Oil & Gas Corp (MGY)

Reporting relationship: EVP - GENERAL COUNSEL & SEC
Issuer ticker: MGY
Reported as of: 05 Feb 2026
Net transaction value: -$849,455
SEC form: 4
Accepted by SEC: 09 Feb 2026, 16:08:26 UTC
Prior SEC filing: 04 Mar 2025
Next SEC filing: 04 Mar 2026
Source filing: View source filing
Reporting owner signature: /s/ Timothy D. Yang

Key filing fact

Timothy D. Yang filed Form 4 for Magnolia Oil & Gas Corp (MGY) on 09 Feb 2026.

Key facts

This page summarizes Timothy D. Yang's Form 4 filing for Magnolia Oil & Gas Corp (MGY).
6 reported transactions and 2 derivative rows are listed below.
Accepted by SEC: 09 Feb 2026, 16:08.

Change

Previous filing in this sequence was filed on 04 Mar 2025.
Current net transaction value: -$849,455.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reporting Owners (1)

CIK 0001627951 Primary reporting owner

Yang Timothy D.

Relationship: EVP - GENERAL COUNSEL & SEC
Address: C/O MAGNOLIA OIL & GAS CORPORATION, NINE GREENWAY PLAZA, SUITE 1300, HOUSTON
Signature: /s/ Timothy D. Yang
Signature date: 09 Feb 2026

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

MGY transaction

Class A Common Stock

Options Exercise

Transaction value
Shares: +49,532
Change %: +7.8%
Price
Shares after: 684,207
Date: 05 Feb 2026
Ownership: Direct
Footnotes: F1

MGY transaction

Class A Common Stock

Tax liability

Transaction value: $255,443
Shares: -9,746
Change %: -1.4%
Price: $26.21
Shares after: 674,461
Date: 05 Feb 2026
Ownership: Direct

MGY transaction

Class A Common Stock

Disposed to Issuer

Transaction value: $594,013
Shares: -24,766
Change %: -3.7%
Price: $23.98
Shares after: 649,695
Date: 05 Feb 2026
Ownership: Direct
Footnotes: F2

MGY transaction

Class A Common Stock

Award

Transaction value: $0
Shares: +42,122
Change %: +6.5%
Price: $0.000000
Shares after: 691,817
Date: 05 Feb 2026
Ownership: Direct
Footnotes: F3

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

MGY transaction Derivative

Performance Share Units

Options Exercise

Transaction value: $0
Shares: -49,532
Change %: -100%
Price: $0.000000
Shares after: 0
Date: 05 Feb 2026
Ownership: Direct
Underlying class: Class A Common Stock
Underlying amount: 49,532
Exercise price
Footnotes: F1

MGY transaction Derivative

Performance Share Units

Award

Transaction value: $0
Shares: +42,122
Change %
Price: $0.000000
Shares after: 42,122
Date: 05 Feb 2026
Ownership: Direct
Underlying class: Class A Common Stock
Underlying amount: 42,122
Exercise price
Footnotes: F4

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 4 footnotes

Footnote F1

Reflects performance share units ("PSUs"), the grant of which was previously reported in Table II of Mr. Yang's Form 4 filed on February 15, 2023 (the "Prior Form 4"). Each PSU, to the extent earned, represented a contingent right to receive one share of Class A common stock ("Class A Common Stock") of Magnolia Oil & Gas Corporation (the "Company"), or the cash equivalent thereof, and the officer could earn between 0% and 150% of the target number of PSUs reported on the Prior Form 4, based on the Company's relative total shareholder return performance for the specified period and subject to the officer's continued employment through the date of settlement of the PSUs. On February 5, 2026, the Compensation Committee certified that the Company's relative total shareholder return performance resulted in the officer earning 140.46% of the target number of PSUs (the "Earned PSUs").

Footnote F2

Reflects the cash settlement of one-half of the Earned PSUs.

Footnote F3

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, 2027, 2028, and 2029, subject to the officer's continued employment through the applicable vesting date.

Footnote F4

Reflects 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 200% 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, 2026 and ending December 31, 2028 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).