Magnite director awarded 13,798 RSUs

Caine Paul reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Caine Paul reported acquisition or exercise transactions in this Form 4 filing.

MAGNITE, INC. director Paul Caine 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 of the company. After this award, Caine holds 167,401 shares of common stock directly.

Insider Trade Summary

Grant/Award: 13,798 shares

Grant/Award 1 txn

Insider Caine Paul

Role Director

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

Holdings After Transaction: Common Stock — 167,401 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 Holdings after grant: 167,401 shares Grant price: $0.00 per share +1 more

4 metrics

RSUs granted 13,798 shares Restricted stock units granted as compensation

Holdings after grant 167,401 shares Total common stock held directly after transaction

Grant price $0.00 per share Equity compensation, not a market purchase

Vesting date trigger June 8, 2027 Full vesting on earliest of this date, 2027 meeting, or change of control

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

"the 2027 annual meeting of the Issuer's stockholders, 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."

FAQ

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

What did MAGNITE, INC. (MGNI) director Paul Caine report on this Form 4?

Paul Caine reported receiving 13,798 shares of MAGNITE, INC. common stock as restricted stock units granted as compensation. These are not open-market purchases or sales, but an equity award that increases his direct ownership position in the company.

How many MAGNITE, INC. (MGNI) shares does Paul Caine hold after this grant?

After the grant, Paul Caine directly holds 167,401 shares of MAGNITE, INC. common stock. This total includes the 13,798 restricted stock units awarded as compensation, which will vest in the future based on time or corporate events described in the grant terms.

When do Paul Caine’s MAGNITE, INC. restricted stock units vest?

The 13,798 restricted stock units vest in full on the earliest of June 8, 2027, the date of MAGNITE, INC.’s 2027 annual stockholders’ meeting, or a change of control. Any of these events will accelerate full vesting of the entire award for Caine.

Was this MAGNITE, INC. Form 4 transaction a market buy or sell of MGNI shares?

No, this Form 4 reflects an equity award, not a market transaction. Paul Caine received 13,798 restricted stock units as compensation, with no cash price per share. The grant increases his ownership but does not represent an open-market purchase or sale.

What is the nature of the compensation reported for MAGNITE, INC. director Paul Caine?

The compensation consists of 13,798 restricted stock units of MAGNITE, INC. common stock. The filing states these units were granted as compensation for services, aligning part of Caine’s pay with the company’s equity performance over the vesting period.

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

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Accepted by SEC EDGAR 06/10/2026 - 08:58 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^*

Caine Paul

(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)	167,401	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)