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Magnolia Oil & Gas Corp (MGY) SEC Filings

MGY NYSE
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Magnolia Oil & Gas Corp (MGY) said it completed its acquisition of WildFire Energy and sold non-core assets in Dimmit and Zavala counties for $47.5 million plus 616 net acres in Gonzales County. The divested assets included approximately 1.4 Mboe/d of next-twelve-month production. Third-quarter net debt was approximately $1.9 billion; the company repurchased approximately 2.3 million shares, with approximately 267 million shares outstanding at quarter-end. At current strip pricing, net debt to 2027E EBITDA was below 1.0x, more than a year sooner than expected when the acquisition was announced.

Estimated third-quarter production is 116 to 118 Mboe/d, with approximately 42% oil; fourth-quarter production is expected at 159 to 161 Mboe/d, with 49% to 50% oil, and D&C capital spending of approximately $235 million. For 2027, Magnolia estimates 4% to 5% growth in both oil and total production from a second-quarter 2026 pro forma base, with D&C capital spending of $900 million to $950 million. It expects $65 million to $75 million of transaction and integration costs in the third quarter and purchased approximately $14 million of 3D seismic during the quarter, to be reflected as exploration expense.

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Magnolia Oil & Gas Corp (MGY) SVP & Chief Financial Officer Brian Corales reported a 12,193-share Class A common stock grant on September 24, 2026. On the same date, 4,798 shares were delivered or withheld for payment of exercise price or tax liability, at $24.74 per share. No Rule 10b5-1 plan is reported.

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Magnolia Oil & Gas Corp (MGY) reports that Timothy D. Yang, EVP, CHIEF LEGAL & COMM & SEC, received a grant of 13,392 Class A Common Stock shares on September 24, 2026. On the same date, 5,270 shares were delivered or withheld for payment of exercise price or tax liability, reported at $24.74 per share. No Rule 10b5-1 plan is reported.

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Magnolia Oil & Gas Corp CEO & Chairman Christopher G. Stavros reported a direct award of 25,044 Class A common shares on September 24, 2026, and a separate transaction involving 9,855 shares delivered or withheld for payment of exercise price or tax liability that day. The reported price for the latter transaction was 24.74 per share. No Rule 10b5-1 plan is reported.

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Magnolia Oil & Gas Corp (MGY) has a new large stockholder group reporting on a Schedule 13G. A group of investment entities led by WildFire Energy I LLC, together with Hawkwood HoldCo, certain Warburg Pincus entities and Kayne Anderson Capital Advisors, report beneficial ownership of 32,203,000 shares of Class A common stock, representing 11.96% of the class. The shares are directly held by WildFire Energy I LLC, and the Warburg and Kayne entities disclose they jointly control WildFire and may be deemed to share voting and dispositive power over these shares. The ownership percentage is calculated using 236,968,592 shares outstanding as of August 3, 2026, increased by the 32,203,000 shares issued to WildFire Energy I LLC on September 10, 2026.

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Magnolia Oil & Gas Corp (MGY) reported that WildFire Energy I LLC directly holds 32,203,000 shares of its Class A common stock, making associated reporting entities ten percent owners. The Warburg Entities and the Kayne Entities jointly control WildFire Energy I LLC and each disclaims beneficial ownership beyond its pecuniary interest.

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Magnolia Oil & Gas Corporation (MGY) has filed a shelf registration statement on Form S-3 to register for resale up to 32,203,000 shares of its Class A common stock. These shares are currently owned by a single selling stockholder, WildFire Energy I LLC, and represent equity consideration issued in Magnolia’s acquisition of 100% of the interests of WildFire Intermediate Holdings, LLC.

The shares being registered are already outstanding and account for 12.0% of Magnolia’s voting power based on 268,006,322 Class A shares outstanding as of September 11, 2026; this is a baseline figure, not the amount being offered. Magnolia is not selling any shares in this registration and will receive no proceeds from any sales by the selling stockholder, although it will bear most registration and listing expenses.

WildFire Energy I LLC agreed to a 30-day lock-up on the registered equity consideration. After that period and subject to this prospectus, the selling stockholder may dispose of the shares over time using various methods, including underwritten offerings, block trades, brokered transactions, privately negotiated sales, short sales, or in-kind distributions to its own investors.

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Magnolia Oil & Gas Corporation (MGY) completed its previously announced acquisition of WildFire Intermediate Holdings LLC on September 10, 2026. Total consideration is approximately $4.1 billion, including $2.57 billion in cash, 32,203,000 Class A shares and the assumption of $600 million of 7.500% Senior Notes due 2029.

Immediately after closing, WildFire entities were merged into Magnolia Oil & Gas Operating LLC, which assumed the 2029 Notes under a supplemental indenture, and Magnolia Midstream LLC became a guarantor of Magnolia’s 2032 and 2034 senior notes. A Registration Rights Agreement grants WildFire’s seller shelf, demand and piggy-back registration rights for the equity consideration, subject to a 30‑day lock-up.

Unaudited pro forma data show Magnolia shareholders owning about 88% of the combined equity and WildFire’s owner about 12%. As of December 31, 2025, pro forma proved reserves would total 481.4 MMboe, and the standardized measure of discounted future net cash flows would be about $6.59 billion versus $2.52 billion for Magnolia standalone.

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Magnolia Oil & Gas Corp (symbol: MGY) is the issuer of record for a Form 4 filing submitted to the SEC. Acosta Arcilia reported acquisition or exercise transactions in this Form 4 filing.

Magnolia Oil & Gas Corp (MGY) director Arcilia Acosta received an award of 80 restricted stock units (RSUs) of Class A Common Stock on September 1, 2026. These fully vested RSUs were issued as dividend equivalent rights on previously deferred RSUs. Following this award, Acosta holds 134,721 shares/RSUs of Class A Common Stock directly, with each RSU representing a contingent right to receive one share.

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Magnolia Oil & Gas Corp (MGY) director David M. Khani purchased Class A Common Stock on September 1, 2026. He bought 54 shares in an open-market or private transaction at $26.78 per share, and now directly holds 30,676 shares of Magnolia Oil & Gas Corp Class A Common Stock.

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FAQ

How many Magnolia Oil & Gas (MGY) SEC filings are available on StockTitan?

StockTitan tracks 72 SEC filings for Magnolia Oil & Gas (MGY), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Magnolia Oil & Gas (MGY)?

The most recent SEC filing for Magnolia Oil & Gas (MGY) was filed on October 1, 2026.