[Form 4] Magnite, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Magnite (NASDAQ: MGNI) filed a Form 4 detailing transactions by Chief Product Officer Adam Soroca on 24 Jun 2025.

Soroca exercised 8,329 options at $1.97 and sold 44,519 common shares at $20.00, generating roughly $0.89 million and reducing his direct stake by about 10% to 400,927 shares.

The trades were executed under a Rule 10b5-1 plan adopted 7 Mar 2025. The options were fully vested and remain exercisable until 15 Mar 2028.

Positive

• None.

Negative

• Chief Product Officer sold 44,519 shares (~10% of holdings) for approximately $0.89 million under a Rule 10b5-1 plan

Insights

Corporate Governance Expert

Planned 10% stake trim; sizable but pre-programmed, leaving strong alignment.

The filing signals modest liquidity harvesting rather than a strategic exit. Gross proceeds of ~$0.89 million mark a large single-day sale, yet Soroca retains 400,927 shares, preserving meaningful skin-in-the-game. Because the trade was executed under a Rule 10b5-1 plan established over 90 days earlier, timing insight is limited and mitigates concerns of adverse information asymmetry. Option exercise at $1.97 (deep in-the-money) suggests rational monetization of long-dated incentives rather than loss of confidence. No additional derivative positions were altered, and insider ownership levels remain supportive of shareholder alignment. While any 10% reduction warrants monitoring, the event is unlikely to materially impact near-term valuation absent a pattern of continued disposition.

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).

X

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^*

Soroca Adam Lee

(Last) (First) (Middle)

C/O MAGNITE, INC.

1250 BROADWAY, 15TH FLOOR

(Street)

NEW YORK NY 10001

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
06/24/2025

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

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

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

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	06/24/2025		M(1)		8,329	A	$1.97	445,446	D
Common Stock	06/24/2025		S(1)		44,519	D	$20	400,927	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
Employee Stock Option (Right to Buy)	$1.97	06/24/2025		M(1)			8,329	(2)	03/15/2028	Common Stock	8,329	$0(3)	2	D

Explanation of Responses:

1. This exercise and subsequent sale were made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 7, 2025.

2. The stock options have fully vested and are immediately exercisable.

3. Granted as compensation for services.

	/s/ Aaron Saltz, attorney-in-fact	06/26/2025
	** 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.

FAQ

How many MGNI shares did Chief Product Officer Adam Soroca sell on June 24 2025?

He sold 44,519 shares of Magnite common stock.

At what price were the Magnite shares sold according to the Form 4 filed on June 26 2025?

The shares were sold at an average price of $20.00 per share.

What is Adam Soroca’s remaining Magnite ownership after the June 24 2025 transactions?

He now directly owns 400,927 shares of MGNI common stock.

Were the trades executed under a Rule 10b5-1 trading plan?

Yes. The Form 4 states the exercise and sale were made under a Rule 10b5-1 plan adopted on March 7 2025.

Did the filing report any option exercises, and at what price?

Yes. Soroca exercised 8,329 options at an exercise price of $1.97.