Magnolia Oil & Gas (MGY) director awarded 6,320 RSUs, holdings rise to 134,569 shares

Rhea-AI Filing Summary

Acosta Arcilia reported acquisition or exercise transactions in this Form 4 filing.

Magnolia Oil & Gas Corp director Arcilia Acosta received an equity grant of 6,320 shares of Class A Common Stock in the form of restricted stock units. The award was granted at no cash cost and increases her direct holdings to 134,569 shares.

The RSUs vest on the earlier of the day before the company’s next annual stockholder meeting at which directors are elected or the first anniversary of the grant date, as long as she continues serving as a director until that vesting date.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Acosta Arcilia

Role null

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	6,320	$0.00	--

Holdings After Transaction: Class A Common Stock — 134,569 shares (Direct, null)

Footnotes (1)

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Key Figures

RSUs granted: 6,320 shares Grant price: $0.00 per share Shares held after grant: 134,569 shares +2 more

5 metrics

RSUs granted 6,320 shares Equity award of Class A Common Stock RSUs

Grant price $0.00 per share Equity grant issued at no cash cost

Shares held after grant 134,569 shares Total direct Class A Common Stock holdings post-transaction

Vesting condition Earlier of next director election meeting minus one day or first anniversary RSUs vest subject to continued board service

Security type Class A Common Stock Underlying shares for the RSU award

Key Terms

restricted stock units ("RSUs"), Long Term Incentive Plan, vest, annual meeting of stockholders

4 terms

restricted stock units ("RSUs") financial

"Reflects restricted stock units ("RSUs") granted under the Magnolia Oil & Gas Corporation Long Term Incentive Plan"

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

Long Term Incentive Plan financial

"RSUs granted under the Magnolia Oil & Gas Corporation Long Term Incentive Plan (the "Plan")"

A long term incentive plan is a company program that awards executives and key employees bonuses—often in stock, options, or cash—only if the business meets multi-year performance goals. It links management pay to company results—like tying a coach’s bonus to a team’s multi-season record—so investors monitor it for how leaders are motivated, potential share dilution, and signals about the company’s long-term priorities.

vest financial

"The RSUs will vest on the earlier of (a) the day preceding the next annual meeting"

A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.

annual meeting of stockholders financial

"the day preceding the next annual meeting of stockholders of the Company at which directors are elected"

Form 4 Insider Transactions: What Each Field Means →

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^*

Acosta Arcilia

(Last) (First) (Middle)

C/O MAGNOLIA OIL & GAS CORPORATION

NINE GREENWAY PLAZA, SUITE 1300

(Street)

HOUSTON TEXAS 77046

(City) (State) (Zip)

UNITED STATES

(Country)

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)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/08/2026

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
Class A Common Stock	05/08/2026		A		6,320(1)	A	$0	134,569	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. Reflects restricted stock units ("RSUs") granted under the Magnolia Oil & Gas Corporation Long Term Incentive Plan (the "Plan"). Each RSU represents a contingent right to receive one share of Class A common stock ("Class A Common Stock") of Magnolia Oil & Gas Corporation (the "Company"). The RSUs will vest on the earlier of (a) the day preceding the next annual meeting of stockholders of the Company at which directors are elected, or (b) the first anniversary of the grant date, in each case, subject to the director's continued service through the applicable vesting date.

	/s/ Timothy D. Yang, Attorney-in-Fact	05/12/2026
	** 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)

FAQ

What insider transaction did Magnolia Oil & Gas (MGY) disclose for Arcilia Acosta?

Magnolia Oil & Gas disclosed that director Arcilia Acosta received 6,320 restricted stock units of Class A Common Stock as an equity award. The grant is part of director compensation and was issued at no cash cost under the company’s Long Term Incentive Plan.

How many Magnolia Oil & Gas (MGY) shares does Arcilia Acosta hold after this Form 4 filing?

After receiving 6,320 restricted stock units, director Arcilia Acosta holds 134,569 shares of Magnolia Oil & Gas Class A Common Stock directly. This total reflects the new equity award and represents her position following the reported transaction on the Form 4.

What are the vesting terms of the RSUs granted to the Magnolia Oil & Gas (MGY) director?

The restricted stock units granted to director Arcilia Acosta vest on the earlier of the day before Magnolia Oil & Gas’ next annual stockholder meeting at which directors are elected, or the first anniversary of the grant date, subject to her continued service as a director.

Did Arcilia Acosta buy Magnolia Oil & Gas (MGY) shares on the open market?

No, the Form 4 shows a grant of 6,320 restricted stock units to director Arcilia Acosta at a price of $0.00 per share. This is a compensation-related equity award, not an open-market purchase or sale of Magnolia Oil & Gas shares.

Under which plan were the Magnolia Oil & Gas (MGY) RSUs granted to the director?

The 6,320 restricted stock units awarded to director Arcilia Acosta were granted under the Magnolia Oil & Gas Corporation Long Term Incentive Plan. Each RSU represents a contingent right to receive one share of the company’s Class A Common Stock upon vesting.