BARRETT MICHAEL G. 4

What Happened

Michael G. Barrett, CEO and Director of Magnite, reported the forfeiture/disposition of 10,404 shares on May 15, 2026. The report lists these shares as disposed at $12.82 per share for a total value of $133,379. The filing indicates this was a non‑discretionary forfeiture to satisfy tax withholding obligations tied to the vesting of restricted stock units (RSUs), not an open‑market sale.

Key Details

• Transaction date: May 15, 2026; Filing date: May 19, 2026 (filed within the typical two-business‑day window).
• Disposed: 10,404 shares at $12.82 each; total value reported $133,379.
• Footnote F1: Non‑discretionary forfeiture mandated by the issuer to cover tax withholding on RSU vesting.
• Footnote F2: Filing also notes 1,316 shares were acquired on May 15, 2026 under the company Employee Stock Purchase Plan (ESPP).
• Shares owned after transaction: Not specified in the provided filing details.

Context

This was a tax‑withholding/cashless forfeiture linked to RSU vesting (transaction code F), a common administrative action that reduces the insider’s net shares to cover taxes and does not necessarily indicate a decision to take proceeds from the market. The filing also records a small ESPP purchase (1,316 shares) the same day, which is a direct purchase rather than an open‑market trade.