0001415889-22-001564.txt : 20220218
0001415889-22-001564.hdr.sgml : 20220218
20220218161446
ACCESSION NUMBER: 0001415889-22-001564
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220216
FILED AS OF DATE: 20220218
DATE AS OF CHANGE: 20220218
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Yang Timothy D.
CENTRAL INDEX KEY: 0001627951
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38083
FILM NUMBER: 22652885
MAIL ADDRESS:
STREET 1: 1415 LOUISIANA STREET
STREET 2: SUITE 1600
CITY: HOUSTON
STATE: TX
ZIP: 77002
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Magnolia Oil & Gas Corp
CENTRAL INDEX KEY: 0001698990
STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311]
IRS NUMBER: 815365682
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: NINE GREENWAY PLAZA
STREET 2: SUITE 1300
CITY: HOUSTON
STATE: TX
ZIP: 77046
BUSINESS PHONE: 713-842-9050
MAIL ADDRESS:
STREET 1: NINE GREENWAY PLAZA
STREET 2: SUITE 1300
CITY: HOUSTON
STATE: TX
ZIP: 77046
FORMER COMPANY:
FORMER CONFORMED NAME: Magnolia Oil & Gas
DATE OF NAME CHANGE: 20180801
FORMER COMPANY:
FORMER CONFORMED NAME: TPG Pace Energy Holdings Corp.
DATE OF NAME CHANGE: 20170224
4
1
form4-02182022_010236.xml
X0306
4
2022-02-16
0001698990
Magnolia Oil & Gas Corp
MGY
0001627951
Yang Timothy D.
C/O MAGNOLIA OIL & GAS CORPORATION
NINE GREENWAY PLAZA, SUITE 1300
HOUSTON
TX
77046
false
true
false
false
EVP - GENERAL COUNSEL & SEC
Class A Common Stock
2022-02-16
4
M
0
81495
A
554532
D
Class A Common Stock
2022-02-16
4
F
0
24901
20.30
D
529631
D
Class A Common Stock
2022-02-16
4
A
0
1200
0
A
530831
D
Performance Share Units
2022-02-16
4
M
0
81495
0
D
Class A Common Stock
81495
0
D
Performance Restricted Stock Units
2022-02-16
4
A
0
35664
0
A
Class A Common Stock
35664
35664
D
Performance Restricted Stock Units
2022-02-16
4
A
0
36864
0
A
Class A Common Stock
36864
36864
D
Reflects performance share units ("PSUs"), the grant of which was previously reported in Table II of Mr. Yang's Form 4 filed on February 27, 2019 (the "Prior Form 4"). Each PSU, to the extent earned, represented a contingent right to receive one share of Class A common stock ("Class A Common Stock") of Magnolia Oil & Gas Corporation (the "Company"), and the officer could earn between 0% and 150% of the target number of PSUs reported on the Prior Form 4, based on the Company's relative total shareholder return performance for the specified period and subject to the officer's continued employment through the date of settlement of the PSUs. On February 16, 2022, the Compensation Committee certified that the Company's relative total shareholder return performance resulted in the officer earning 150% of the target number of PSUs.
Reflects restricted stock units ("RSUs") granted under the Magnolia Oil & Gas Corporation Long Term Incentive Plan, as amended from time to time (the "Plan"). Each RSU represents a contingent right to receive one share of Class A Common Stock of the Company. The RSUs will vest in four substantially equal installments on March 1, 2023, 2024, 2025, and 2026, subject to the officer's continued employment through the applicable vesting date.
Reflects performance restricted stock units ("PRSUs") granted under the Plan. Each PRSU, to the extent earned, represents a contingent right to receive one share of Class A Common Stock of the Company, and the officer may earn either 0% or 100% of the target number of PRSUs reported above, based on the achievement of the specified stock appreciation goal during the performance period commencing February 16, 2022 and ending February 15, 2027. The PRSUs are also subject to service-based vesting conditions and will vest in three substantially equal installments on March 1, 2023, 2024, and 2025, subject to the officer's continued employment through the applicable vesting date.
Reflects PRSUs granted under the Plan. Each PRSU, to the extent earned, represents a contingent right to receive one share of Class A Common Stock of the Company, and the officer may earn either 0% or 100% of the target number of PRSUs reported above, based on the achievement of the specified stock appreciation goal during the performance period commencing February 16, 2022 and ending February 15, 2027. The PRSUs are also subject to service-based vesting conditions and will vest in full on March 1, 2025, subject to the officer's continued employment through that date.
/s/ Timothy D. Yang
2022-02-18