Magnolia Oil & Gas (NYSE: MGY) director sells 18,000 shares in market

Rhea-AI Filing Summary

Magnolia Oil & Gas Corp director Edward P. Djerejian sold 18,000 shares of Class A Common Stock in an open-market transaction. The sale took place on March 10, 2026 at a weighted average price of $28.978 per share, with individual trade prices ranging from $28.90 to $29.025. After this transaction, Djerejian directly owns 110,425 shares.

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

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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^*

DJEREJIAN EDWARD P

(Last) (First) (Middle)

C/O MAGNOLIA OIL & GAS CORPORATION

NINE GREENWAY PLAZA, SUITE 1300

(Street)

HOUSTON TX 77046

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Magnolia Oil & Gas Corp [ MGY ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/10/2026

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
Class A Common Stock	03/10/2026		S		18,000	D	$28.978(1)	110,425	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. The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $28.90 to $29.025, inclusive. The reported person undertakes to provide to the Company, any Company security holder, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

	/s/ Timothy D. Yang , Attorney-in-Fact	03/11/2026
	** 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.

FAQ

What insider transaction did Magnolia Oil & Gas (MGY) report for Edward P. Djerejian?

Magnolia Oil & Gas reported that director Edward P. Djerejian sold 18,000 shares of Class A Common Stock. This was an open-market transaction, reflecting a discretionary sale of existing holdings rather than a grant or option exercise.

At what price did the Magnolia Oil & Gas (MGY) director sell his 18,000 shares?

The shares were sold at a weighted average price of $28.978 per share. Individual trades occurred at prices ranging from $28.90 to $29.025, as disclosed, reflecting multiple executions within that narrow price band.

When did the Magnolia Oil & Gas (MGY) insider sale by Edward P. Djerejian occur?

The sale occurred on March 10, 2026. On that date, the director executed open-market transactions totaling 18,000 shares of Class A Common Stock at a weighted average price of $28.978 per share.

How many Magnolia Oil & Gas (MGY) shares does Edward P. Djerejian hold after this transaction?

Following the sale, Edward P. Djerejian directly holds 110,425 shares of Magnolia Oil & Gas Class A Common Stock. This figure represents his remaining direct ownership as reported immediately after the 18,000-share disposition.

Was the Magnolia Oil & Gas (MGY) insider transaction a market trade or a tax-related transfer?

The transaction was an open-market sale, not a tax-withholding or gift transfer. It is coded as an "S" transaction, described as a sale in an open market or private transaction, indicating a standard sell order.

Does the Magnolia Oil & Gas (MGY) filing provide detail on the price range for the director’s share sales?

Yes. The filing notes the reported price is a weighted average and that individual trades occurred between $28.90 and $29.025. The insider offers to provide full breakdowns of shares sold at each price upon request.