Magnite (MGNI) director Rachel Lam awarded 13,798 restricted stock units

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

MAGNITE, INC. director Rachel Lam 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 stockholder meeting date, or a change of control of the company.

Following this award, Lam directly owns 240,620 shares of common stock. The transaction is classified as a grant or award acquisition rather than an open-market purchase or sale.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Lam Rachel

Role null

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

Holdings After Transaction: Common Stock — 240,620 shares (Direct, null)

Footnotes (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. Granted as compensation for services.

Key Figures

RSU grant size: 13,798 shares Grant price per share: $0.00 per share Total shares after grant: 240,620 shares +1 more

4 metrics

RSU grant size 13,798 shares Restricted stock units granted to director Rachel Lam

Grant price per share $0.00 per share Stated transaction price for the RSU award

Total shares after grant 240,620 shares Rachel Lam’s direct holdings following the transaction

Vesting date trigger June 8, 2027 Latest date when RSUs vest in full, subject to earlier events

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

"on the earliest of... the date of the 2027 annual meeting... 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

"the date of the 2027 annual meeting of the Issuer's stockholders"

compensation for services financial

"Granted as compensation for services."

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Form 4 Insider Transactions: What Each Field Means →

06/10/2026 - 08:47 PM

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^*

Lam Rachel

(Last)

(First)

(Middle)

C/O MAGNITE, INC.

1250 BROADWAY, 9TH FLOOR

(Street)

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/08/2026		A		13,798⁽¹⁾	A	$0⁽²⁾	240,620	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

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)

Source: View Original Filing on SEC EDGAR

FAQ

What did MAGNITE (MGNI) director Rachel Lam report in this Form 4?

Rachel Lam reported receiving 13,798 restricted stock units of MAGNITE common stock as compensation for services. The award is a stock grant, not an open-market trade, and increases her direct holdings to 240,620 shares after the transaction.

How many MAGNITE (MGNI) shares does Rachel Lam hold after this grant?

After the restricted stock unit grant, Rachel Lam directly holds 240,620 shares of MAGNITE common stock. This figure includes the 13,798-share award reported in the filing and reflects her total direct ownership position following the transaction.

When do Rachel Lam’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 stockholder meeting, or a change of control of the company. This creates a time- and event-based vesting schedule for the award.

Was Rachel Lam’s MAGNITE (MGNI) Form 4 transaction a stock purchase or sale?

The Form 4 reports a grant or award acquisition, not a market purchase or sale. The 13,798 shares were received as restricted stock units granted as compensation for services, at a stated price of $0.00 per share in the filing.

What type of equity did MAGNITE (MGNI) grant to director Rachel Lam?

MAGNITE granted Rachel Lam restricted stock units representing 13,798 shares of common stock. These units convert into shares when they vest, with vesting tied to the earliest of June 8, 2027, the 2027 annual meeting date, or a change of control event.