SEC Form 4 · accession 0001144204-19-003596
MAGNITE, INC. · MGNI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Sumant Mandal
Director
Period of report
Jan 28, 2019
Accepted (ET)
Jan 29, 2019 · 8:09 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001595974
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jan 28, 2019 | J | 1,746 | $0.00 | A | 43,242 | D | |
| Common StockF2,F3,F4,F5 | Jan 28, 2019 | J | 508,938 | $0.00 | D | 2,057,918 | I | See Footnotes |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Reflects 1,746 shares of Common Stock of the Issuer (the "Shares") received by the reporting person on January 28, 2019 in connection with pro-rata distributions-in-kind of shares for no consideration. The aforementioned distributions were made in accordance with the exemptions afforded by Rule 16a-13 and Rule 16a-9 of the Securities Exchange Act of 1934, as amended.
- F2Represents the following distributions on January 28, 2019, for no consideration: (i) Clearstone Venture Partners III-A, L.P., a Delaware limited partnership ("CVP III-A"), distributed 500,000 Shares to its partners, including 1,240 Shares to its General Partner, Clearstone Venture Management III, L.L.C., a Delaware limited liability company ("CVM III"), representing each such partners' pro rata interest in the Shares held by CVP III-A, and (ii) Clearstone Venture Partners III-B, L.P., a Delaware multiple series limited liability company ("CVP III-B"), distributed 8,938 Shares to its members, including the reporting person, representing each such members' pro rata interest in the Shares held by CVP III-B. On January 28, 2019, CVM III distributed to its members, including the reporting person, the 1,240 Shares that it received as a distribution on January 28, 2019 from CVP III-A.
- F3These distributions were made in accordance with the exemptions afforded by Rule 16a-13 and Rule 16a-9 of the Securities Exchange Act of 1934, as amended.
- F4Represents (i) 11,283 Shares directly beneficially owned by CVM III, (ii) 2,010,692 Shares directly beneficially owned by CVP III-A, and (iii) 35,943 Shares directly beneficially owned by CVP III-B (together with CVM III and CVP III-A, the "Funds"). The reporting person is a managing member of CVM III and a member of CVP III-B.
- F5The reporting person disclaims beneficial ownership of the Shares held by the Funds, except to the extent of his pecuniary interest therein, if any, and the inclusion of these Shares in this report shall not be deemed an admission of beneficial ownership of the reported shares for purposes of Section 16 or for any other purpose.