SEC Form 4 · accession 0001595974-16-000058
MAGNITE, INC. · MGNI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Gregory R Raifman
Officer — President · Director
Period of report
Nov 15, 2016
Accepted (ET)
Nov 17, 2016 · 9:32 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 Stock | May 24, 2016 | G | 369,112 | $0.00 | D | 0 | D | |
| Common Stock | May 24, 2016 | G | 369,112 | $0.00 | A | 474,981 | I | Through the Raifman Family Revocable Trust |
| Common Stock | Nov 15, 2016 | F | 14,406 | $7.72 | D | 460,575 | I | Through the Raifman Family Revocable 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 | $7.80 | May 24, 2016 | G | 585,700 | D | — | Feb 1, 2023 | Common Stock | 585,700 | 0 | D |
| Stock Option (right to buy)F4,F3 | $7.80 | May 24, 2016 | G | 585,700 | A | — | Feb 1, 2023 | Common Stock | 585,700 | 585,700 | I |
| Stock Option (right to buy)F4,F5 | $16.75 | May 24, 2016 | G | 62,585 | D | — | May 19, 2025 | Common Stock | 62,585 | 0 | D |
| Stock Option (right to buy)F4,F5 | $16.75 | May 24, 2016 | G | 62,585 | A | — | May 19, 2025 | Common Stock | 62,585 | 62,585 | I |
| Stock Option (right to buy)F4,F6 | $13.16 | May 24, 2016 | G | 58,884 | D | — | Feb 1, 2026 | Common Stock | 58,884 | 0 | D |
| Stock Option (right to buy)F4,F6 | $13.16 | May 24, 2016 | G | 58,884 | A | — | Feb 1, 2026 | Common Stock | 58,884 | 58,884 | I |
Explanation of responses
- F1On May 24, 2016, the reporting person transferred all of his vested and unvested equity awards to the Raifman Family Revocable 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 shares.
- F2Shares withheld by the issuer to cover the reporting person's tax liability incurred upon the vesting of the reporting person's restricted shares.
- F3The option, representing a right to purchase a total of 785,700 shares, became exercisable with respect to 25% of the grant on January 28, 2014 and becomes exercisable with respect to the remainder in 36 equal installments each calendar month thereafter.
- F4Granted as compensation for services.
- F525% of the stock options will vest on February 1, 2016 and the remaining option shares will become exercisable in 36 equal installments each calendar month thereafter.
- F625% of the stock options will vest on February 1, 2017 and the remaining option shares will become exercisable in 36 equal installments each calendar month thereafter.