SEC Form 4 · accession 0001595974-16-000007
MAGNITE, INC. · MGNI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Brian W Copple
Officer — General Counsel and Secretary
Period of report
May 15, 2016
Accepted (ET)
May 17, 2016 · 9:06 pm EDT
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 | May 15, 2016 | F | 8,350 | $14.31 | D | 135,850 | D | |
| Common Stock | May 16, 2016 | G | 135,850 | $0.00 | D | 0 | D | |
| Class A Common Stock | May 16, 2016 | G | 135,850 | $0.00 | A | 135,850 | I | Through the Copple family trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F4,F3 | $9.80 | May 16, 2016 | G | 175,000 | D | — | Jul 23, 2023 | Common Stock | 175,000 | 0 | D |
| Common StockF4,F3 | $9.80 | May 16, 2016 | G | 175,000 | A | — | Jul 23, 2023 | Common Stock | 175,000 | 175,000 | I |
| Stock Option (right to buy)F4,F5 | $16.75 | May 16, 2016 | G | 19,500 | D | — | May 19, 2025 | Common Stock | 19,500 | 0 | D |
| Common StockF4,F5 | $16.75 | May 16, 2016 | G | 19,500 | A | — | May 19, 2025 | Common Stock | 19,500 | 19,500 | I |
Explanation of responses
- F1Shares withheld by the issuer to cover the reporting person's tax liability incurred upon the vesting of the reporting person's restricted shares.
- F2On May 16, 2016, the reporting person transferred all of his outstanding shares, unvested shares of restricted stock, and vested and unvested stock options (the "Assigned Equity Awards") to the Copple family trust (the "Trust"). The assignment was for the direct benefit of the reporting person and his family, for estate planning purposes, and does not change beneficial ownership of the Assigned Equity Awards.
- F325% of the stock options vested on July 15, 2014 and the remaining option shares will become exercisable in 36 equal installments each calendar month thereafter.
- F4Granted as compensation for services.
- F525% of the stock options vested on February 1, 2016 and the remaining option shares will become exercisable in 36 equal installments each calendar month thereafter.