8.5% MagnaChip (MX) owner Byreforge gains board and committee roles

Rhea-AI Filing Summary

MagnaChip Semiconductor Corp shareholder Byreforge LLC, together with Cristiano Amoruso, reports beneficial ownership of 3,072,779 shares of common stock, representing 8.5 % of the company’s outstanding common shares. All of these shares are reported with shared voting and dispositive power. On January 14, 2026, MagnaChip’s board of directors appointed Cristiano Amoruso as a director to serve until the 2026 annual meeting or until a successor is elected. He was also appointed to the board’s Audit Committee, Compensation Committee, and Nominating and Corporate Governance Committee, giving this 8.5 % holder direct representation in key oversight roles.

Insights

Governance and activism analyst

8.5 % shareholder gains board and key committee roles.

Byreforge LLC and Cristiano Amoruso report beneficial ownership of 3,072,779 MagnaChip common shares, equal to 8.5 % of the class, with shared voting and dispositive power. This confirms a sizable, coordinated holder rather than dispersed ownership.

On January 14, 2026, Amoruso was appointed to MagnaChip’s board and placed on the Audit, Compensation, and Nominating and Corporate Governance committees. Those assignments position him to influence financial oversight, executive pay, and future board composition, aligning board representation with an 8.5 % ownership stake.

This amendment primarily updates the purpose of transaction to reflect these governance changes rather than a new acquisition of shares. Future company disclosures can clarify how this board representation affects strategy, capital allocation, or any ongoing engagement between the holder and the company.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)

MAGNACHIP SEMICONDUCTOR Corp

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

55933J203

(CUSIP Number)

Cristiano Amoruso
Byreforge LLC, 853 Broadway
New York, NY, 10019
212-451-2300

Andrew Freedman, Esq.
Olshan Frome Wolosky LLP, 1325 Avenue of the Americas
New York, NY, 10019
212-451-2300

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

01/14/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 55933J203

1

Name of reporting person

Byreforge LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 3,072,779.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 3,072,779.00

11

Aggregate amount beneficially owned by each reporting person

3,072,779.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

8.5 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP No. 55933J203

1

Name of reporting person

Amoruso Cristiano

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

ITALY

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 3,072,779.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 3,072,779.00

11

Aggregate amount beneficially owned by each reporting person

3,072,779.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

8.5 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, par value $0.01 per share
(b)	Name of Issuer: MAGNACHIP SEMICONDUCTOR Corp
(c)	Address of Issuer's Principal Executive Offices: C/O MAGNACHIP SEMICONDUCTOR, LTD., 15F, 76 JIKJI-DAERO, 436BEON-GIL, CHEONGJU-SI, KOREA, REPUBLIC OF , 28581.
Item 4.	Purpose of Transaction
	Item 4 is hereby amended to add the following: On January 14, 2026, the Board appointed Cristiano Amoruso as a director of the Issuer to serve until the Issuer's 2026 Annual Meeting of Stockholders or until his successor has been duly elected and qualified, or until his earlier death, resignation, retirement, disqualification or removal. Mr. Amoruso has also been appointed to each of the Audit Committee, the Compensation Committee and the Nominating and Corporate Governance Committee of the Board.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Byreforge LLC

Signature:	/s/ Cristiano Amoruso
Name/Title:	Cristiano Amoruso, Managing Partner
Date:	01/20/2026

Amoruso Cristiano

Signature:	/s/ Cristiano Amoruso
Name/Title:	Cristiano Amoruso
Date:	01/20/2026

FAQ

How many MagnaChip (MX) shares does Byreforge LLC report owning?

Byreforge LLC reports beneficial ownership of 3,072,779 shares of MagnaChip Semiconductor Corp common stock, with shared voting and dispositive power over all of these shares.

What percentage of MagnaChip (MX) does Byreforge LLC and Cristiano Amoruso own?

Byreforge LLC and Cristiano Amoruso report beneficial ownership of 8.5 % of MagnaChip Semiconductor Corp’s outstanding common stock.

What change is disclosed in this MagnaChip (MX) Schedule 13D/A amendment?

The amendment discloses that on January 14, 2026, Cristiano Amoruso was appointed as a director of MagnaChip Semiconductor Corp, updating the stated purpose of the reporting persons’ investment.

Which MagnaChip board committees did Cristiano Amoruso join?

Cristiano Amoruso was appointed to MagnaChip’s Audit Committee, Compensation Committee, and Nominating and Corporate Governance Committee in addition to joining the board.

Who are the reporting persons in this MagnaChip (MX) Schedule 13D/A?

The reporting persons are Byreforge LLC, a Delaware entity, and Cristiano Amoruso, an individual citizen of Italy, each reporting beneficial ownership of the same 3,072,779 MagnaChip common shares.

Does Cristiano Amoruso have sole or shared voting power over MagnaChip shares?

Cristiano Amoruso reports 0 shares with sole voting or dispositive power and 3,072,779 shares with shared voting and shared dispositive power, matching the holdings reported by Byreforge LLC.