Magnite director receives 13,798 RSUs

Harden Sarah Patricia reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Harden Sarah Patricia reported acquisition or exercise transactions in this Form 4 filing.

Magnite, Inc. director Sarah Patricia Harden received a grant of 13,798 shares of common stock in the form of restricted stock units as compensation for services. These units vest in full on the earliest of June 8, 2027, the 2027 annual stockholders’ meeting, or a change of control. After this award, she directly holds 163,737 shares of Magnite common stock.

Insider Trade Summary

Grant/Award: 13,798 shares

Grant/Award 1 txn

Insider Harden Sarah Patricia

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	13,798	$0.00	$0.00

Holdings After Transaction: Common Stock — 163,737 shares (Direct)

Footnotes (2)

1. F1. Represents restricted stock units that vest in full on the earliest of (i) June 8, 2027, (ii) the date of the 2027 annual meeting of the Issuer's stockholders, or (iii) a change of control of the Issuer.
2. F2. Granted as compensation for services.

Key Figures

RSUs granted: 13,798 shares Post-transaction holdings: 163,737 shares Award price: $0.00 per share +1 more

4 metrics

RSUs granted 13,798 shares Restricted stock units granted on June 8, 2026

Post-transaction holdings 163,737 shares Total Magnite common shares held after the award

Award price $0.00 per share Reported grant price for the restricted stock units

Latest vesting date June 8, 2027 Latest possible full vesting date for the RSUs

Key Terms

restricted stock units, change of control, annual meeting of the Issuer's stockholders, compensation for services

4 terms

restricted stock units financial

"Represents restricted stock units that vest in full on the earliest of (i) June 8, 2027..."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

change of control financial

"...or (iii) a change of control of the Issuer."

A change of control occurs when the ownership or management of a company shifts significantly, such as through a sale, merger, or acquisition, resulting in new leadership or ownership structure. This change can impact the company's direction and decision-making, which is important for investors because it may affect the company's stability, strategy, and future prospects.

annual meeting of the Issuer's stockholders financial

"...(ii) the date of the 2027 annual meeting of the Issuer's stockholders..."

compensation for services financial

"Granted as compensation for services."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Magnite (MGNI) director Sarah Harden report in this Form 4?

Sarah Harden reported receiving 13,798 restricted stock units of Magnite common stock as compensation for services. The grant is recorded at a per-share price of $0.00 because it is an equity award, not an open-market purchase, and increases her direct holdings to 163,737 shares.

When do Sarah Harden’s new Magnite (MGNI) restricted stock units vest?

The 13,798 restricted stock units vest in full on the earliest of June 8, 2027, the date of Magnite’s 2027 annual meeting of stockholders, or a change of control of the company. This creates a time- and event-based vesting schedule for the equity award.

Is Sarah Harden’s Magnite (MGNI) Form 4 transaction an open-market stock purchase?

No, the transaction reflects a grant of restricted stock units as compensation, not an open-market purchase. The award carries a reported price of $0.00 per share because it is issued by Magnite as part of director compensation rather than bought on the stock market.

How many Magnite (MGNI) shares does Sarah Harden hold after this award?

Following the grant of 13,798 restricted stock units, Sarah Harden’s direct holdings total 163,737 shares of Magnite common stock. This figure reflects her ownership after the reported equity award and helps show the overall scale of her position in the company.

What triggers earlier vesting of Sarah Harden’s Magnite (MGNI) RSUs?

The restricted stock units vest earlier than June 8, 2027 if either Magnite’s 2027 annual meeting of stockholders occurs sooner or the company experiences a change of control. These conditions provide potential acceleration of vesting tied to corporate governance and control events.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/10/2026 - 08:50 PM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Harden Sarah Patricia

(Last) (First) (Middle)

C/O MAGNITE, INC.

1250 BROADWAY, 9TH FLOOR

(Street)

NEW YORK NEW YORK 10001

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
MAGNITE, INC. [ MGNI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/08/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/08/2026		A		13,798(1)	A	$0(2)	163,737	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents restricted stock units that vest in full on the earliest of (i) June 8, 2027, (ii) the date of the 2027 annual meeting of the Issuer's stockholders, or (iii) a change of control of the Issuer.

2. Granted as compensation for services.

	/s/ Aaron Saltz, attorney-in-fact	06/10/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)