SEC Form 4 · accession 0001209191-18-050535

Magnolia Oil & Gas Corp · MGY

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Stephen I Chazen

Officer — Chairman, President & CEO · Director

Period of report

Sep 7, 2018

Accepted (ET)

Sep 11, 2018 · 5:32 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001698990

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I
Class A Common Stock^F1	Sep 7, 2018	P$0	31,031	—	A	1,690,931	D
Class A Common Stock	Sep 10, 2018	P	47	$13.40	A	1,690,978	D
Class A Common Stock^F2	Sep 11, 2018	P$0	21,805	—	A	1,712,783	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Warrants (option to buy)^F3	$11.50	Sep 7, 2018	P	32,310	A	Sep 7, 2018	Jul 31, 2023	Class A Common Stock	32,310	74,943	D
Warrants (option to buy)	$11.50	Sep 10, 2018	P	6,109	A	Sep 10, 2018	Jul 31, 2023	Class A Common Stock	6,109	81,052	D
Warrants (option to buy)^F4	$11.50	Sep 11, 2018	P	20,000	A	Sep 11, 2018	Jul 31, 2023	Class A Common Stock	20,000	101,052	D

Explanation of responses

F1On September 7, 2018, Mr. Chazen acquired, at a weighted average price of $13.33700976 per share, 31,031 shares of the issuer's Class A common stock. Such shares were purchased in multiple transactions at prices ranging from $13.25 to $13.42, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares or warrants, as applicable, acquired at each separate price within the ranges set forth in footnotes (1) through (4) to this Form 4.
F2On September 11, 2018, Mr. Chazen acquired, at a weighted average price of $13.74108003 per share, 21,805 shares of the issuer's Class A common stock. Such shares were purchased in multiple transactions at prices ranging from $13.65 to $13.7986, inclusive.
F3On September 7, 2018, Mr. Chazen acquired, at a weighted average price of $3.69642526 per warrant, 32,310 of the issuer's publicly traded warrants. Such warrants were purchased in multiple transactions at prices ranging from $3.65 to $3.70, inclusive.
F4On September 11, 2018, Mr. Chazen acquired, at a weighted average price of $3.85 per warrant, 20,000 of the issuer's publicly traded warrants. Such warrants were purchased in multiple transactions at prices ranging from $3.80 to $3.90, inclusive.

Remarks

Joan M. Gallagher is signing on behalf Mr. Chazen pursuant to the Power of Attorney dated July 31, 2018, which was previously filed with the Securities and Exchange Commission.