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