MGY / Magnolia Oil & Gas Corporation - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Magnolia Oil & Gas Corporation
US ˙ NYSE ˙ US5596631094

Mga Batayang Estadistika
CIK 1698990
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Magnolia Oil & Gas Corporation
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
July 31, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38083 Magnolia Oil & Gas Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 81-5365682 (State or other jurisdiction of incorporation or organization) (I.

July 30, 2025 EX-99.2

Second Quarter 2025 Earnings Presentation July 30, 2025 Christopher Stavros – Chairman, President & CEO Brian Corales – Senior Vice President & CFO Tom Fitter – Director, Investor Relations Disclaimer FORWARD LOOKING STATEMENTS The information in thi

Second Quarter 2025 Earnings Presentation July 30, 2025 Christopher Stavros – Chairman, President & CEO Brian Corales – Senior Vice President & CFO Tom Fitter – Director, Investor Relations Disclaimer FORWARD LOOKING STATEMENTS The information in this press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.

July 30, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 30, 2025

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 30, 2025 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware 001-38083 81-5365682 (State or other jurisdiction of incorporation) (Commi

July 30, 2025 EX-99.1

Magnolia Oil & Gas Corporation Announces Second Quarter 2025 Results

Exhibit 99.1 Magnolia Oil & Gas Corporation Announces Second Quarter 2025 Results HOUSTON, TX, July 30, 2025 - Magnolia Oil & Gas Corporation (“Magnolia,” “we,” “our,” or the “Company”) (NYSE: MGY) today announced its financial and operational results for the second quarter of 2025. Second Quarter 2025 Highlights: (In millions, except per share data) For the Quarter Ended June 30, 2025 For the Qua

May 9, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 7, 2025

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 7, 2025 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware 001-38083 81-5365682 (State or other jurisdiction of incorporation) (Commiss

May 1, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38083 Magnolia Oil & Gas Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 81-5365682 (State or other jurisdiction of incorporation or organization) (I.

April 30, 2025 EX-99.2

First Quarter 2025 Earnings Presentation April 30, 2025 Christopher Stavros – President & CEO Brian Corales – Senior Vice President & CFO Tom Fitter – Director, Investor Relations Disclaimer 2 12% FORWARD LOOKING STATEMENTS The information in this pr

First Quarter 2025 Earnings Presentation April 30, 2025 Christopher Stavros – President & CEO Brian Corales – Senior Vice President & CFO Tom Fitter – Director, Investor Relations Disclaimer 2 12% FORWARD LOOKING STATEMENTS The information in this press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.

April 30, 2025 EX-99.1

Magnolia Oil & Gas Corporation Announces First Quarter 2025 Results

Exhibit 99.1 Magnolia Oil & Gas Corporation Announces First Quarter 2025 Results HOUSTON, TX, April 30, 2025 - Magnolia Oil & Gas Corporation (“Magnolia,” “we,” “our,” or the “Company”) (NYSE: MGY) today announced its financial and operational results for the first quarter of 2025. First Quarter 2025 Highlights: (In millions, except per share data) For the Quarter Ended March 31, 2025 For the Quar

April 30, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 30, 2025

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 30, 2025 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware 001-38083 81-5365682 (State or other jurisdiction of incorporation) (Comm

March 20, 2025 DEF 14A

The UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

The UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ D

March 20, 2025 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

February 19, 2025 EX-21.1

Subsidiaries of Magnolia Oil & Gas Corporation.

Exhibit 21.1 MAGNOLIA OIL & GAS CORPORATION Subsidiaries Company Jurisdiction of Organization Magnolia Oil & Gas Holdings LLC Delaware Magnolia Oil & Gas Parent LLC Delaware Magnolia Oil & Gas Intermediate LLC Delaware Magnolia Oil & Gas Operating LLC Delaware Magnolia Oil & Gas Finance Corp. Delaware

February 19, 2025 EX-10.21

Form of 2025 Restricted Stock Unit Grant Notice and attached Restricted Stock Unit Agreement under the Magnolia Oil & Gas Corporation Long Term Incentive Plan.

Exhibit 10.21 MAGNOLIA OIL & GAS CORPORATION LONG TERM INCENTIVE PLAN RESTRICTED STOCK UNIT GRANT NOTICE Pursuant to the terms and conditions of the Magnolia Oil & Gas Corporation Long Term Incentive Plan, as amended from time to time (the “Plan”), Magnolia Oil & Gas Corporation (the “Company”) hereby grants to the individual listed below (“you” or the “Participant”) the number of Restricted Stock

February 19, 2025 EX-19.1

Magnolia Oil & Gas Corporation Amended Insider Trading and Regulation FD Policy.

Exhibit 19.1 Magnolia Oil & Gas Corporation Amended Insider Trading and Regulation FD Policy Effective as of October 30, 2023 I.INTRODUCTION Purpose The purpose of this Amended Insider Trading and Regulation FD Policy (this “Policy”) is to help Magnolia Oil & Gas Corporation and its subsidiaries (the “Company”) comply with federal and state securities laws, and to preserve the reputation and integ

February 19, 2025 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38083 Magnolia Oil & Gas Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 81-5365682 (State or other jurisdiction of incorporation or organization) (I.

February 19, 2025 EX-10.23

Form of Amendment to RSU, PSU, and PRSU Award Agreements under the Magnolia Oil & Gas Corporation Long Term Incentive Plan.

Exhibit 10.23 Personal and Confidential [DATE] [NAME] Via Email Re: Amendment to RSU, PSU and PRSU Award Agreements Dear [NAME]: Reference is hereby made to (i) each Restricted Stock Unit Grant Notice and Agreement entered into by and between you and Magnolia Oil & Gas Corporation (the “Company”) entered into prior to the date hereof and that remains outstanding (each, a “RSU Award Agreement”); (i

February 19, 2025 EX-10.22

Form of 2025 Performance Share Unit Grant Notice and attached Performance Share Unit Agreement under the Magnolia Oil & Gas Corporation Long Term Incentive Plan.

Exhibit 10.22 MAGNOLIA OIL & GAS CORPORATION LONG TERM INCENTIVE PLAN PERFORMANCE SHARE UNIT GRANT NOTICE Pursuant to the terms and conditions of the Magnolia Oil & Gas Corporation Long Term Incentive Plan, as amended from time to time (the “Plan”), Magnolia Oil & Gas Corporation (the “Company”) hereby grants to the individual listed below (“you” or the “Participant”) the number of Performance Sha

February 19, 2025 EX-24.1

Power of Attorney.

Exhibit 24.1 MAGNOLIA OIL & GAS CORPORATION POWER OF ATTORNEY Each person whose signature appears below hereby constitutes and appoints Christopher Stavros, Timothy Yang, Brian Corales and Marina Kitikar, or any of them, each with power to act without the other, his true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for him and in his name, place and st

February 19, 2025 EX-99.1

Summary Report of Miller and Lents, Ltd., dated as of January 1

January 15, 2025 Mr. Peter Corbeil Director, Reserves Magnolia Oil & Gas Operating LLC Nine Greenway Plaza, Suite 1300 Houston, Texas 77046 Re: Magnolia Oil & Gas Operating LLC Proved Reserves and Future Net Revenues As of December 31, 2024 SEC Reserves Case Mr. Corbeil: At your request, Miller and Lents, Ltd. (M&L) performed an evaluation of the proved reserves and future net revenues attributabl

February 18, 2025 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 18, 2025 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware 001-38083 81-5365682 (State or other jurisdiction of incorporation) (C

February 18, 2025 EX-99.2

Fourth Quarter & Full Year 2024 Earnings Presentation February 18, 2025 Christopher Stavros – President & CEO Brian Corales – Senior Vice President & CFO Tom Fitter – Director, Investor Relations Disclaimer 2 12% FORWARD LOOKING STATEMENTS The inform

mgy4q24xearningspresent Fourth Quarter & Full Year 2024 Earnings Presentation February 18, 2025 Christopher Stavros – President & CEO Brian Corales – Senior Vice President & CFO Tom Fitter – Director, Investor Relations Disclaimer 2 12% FORWARD LOOKING STATEMENTS The information in this press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.

February 18, 2025 EX-99.1

Magnolia Oil & Gas Corporation Announces 2024 Fourth Quarter and Year End Results

Exhibit 99.1 Magnolia Oil & Gas Corporation Announces 2024 Fourth Quarter and Year End Results HOUSTON, TX, February 18, 2025 - Magnolia Oil & Gas Corporation (“Magnolia,” “we,” “our,” or the “Company”) (NYSE: MGY) today announced its financial and operational results for the fourth quarter and full year 2024. Fourth Quarter 2024 Summary Financial Results: (In millions, except per share data) For

January 7, 2025 EX-99.1

Magnolia Oil & Gas Corporation Appoints R. Lewis Ropp to its Board of Directors

Exhibit 99.1 Magnolia Oil & Gas Corporation Appoints R. Lewis Ropp to its Board of Directors HOUSTON, TX, January 7, 2025 – Magnolia Oil & Gas Corporation (“Magnolia,” “we,” “our,” or the “Company”) (NYSE: MGY) today announced that its board of directors (the “Board”) has appointed R. Lewis Ropp as an independent director of the Board, effective immediately. Mr. Ropp will serve as a member of the

January 7, 2025 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 7, 2025 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 0

November 26, 2024 8-K

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 26, 2024 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-38083 (Commission F

November 26, 2024 EX-4.1

Indenture, dated as of November 26, 2024, by and among Magnolia Oil & Gas Operating LLC, Magnolia Oil & Gas Finance Corp., the Guarantors named therein and Regions Bank, as trustee.

Exhibit 4.1 INDENTURE Dated as of November 26, 2024 among MAGNOLIA OIL & GAS OPERATING LLC, as Company, MAGNOLIA OIL & GAS FINANCE CORP., as Co-Issuer, the Guarantors from time to time party hereto, and REGIONS BANK, as Trustee 6.875% SENIOR NOTES DUE 2032 CONTENTS ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE 1 SECTION 1.01 Definitions 1 SECTION 1.02 Other Definitions 53 SECTION 1.03 Rules

November 13, 2024 EX-10.1

Second Amended and Restated Credit Agreement, dated as of November 13, 2024, by and among Magnolia Oil & Gas Intermediate LLC, Magnolia Oil & Gas Operating LLC, the banks, financial institutions and other lending institutions party thereto, and Citibank, N.A., as Administrative Agent and Collateral Agent.

Exhibit 10.1 SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of November 13, 2024 among MAGNOLIA OIL & GAS INTERMEDIATE LLC, as Holdings MAGNOLIA OIL & GAS OPERATING LLC as the Borrower, The Several Lenders from Time to Time Parties Hereto, CITIBANK, N.A., as Administrative Agent, Collateral Agent, Swingline Lender, an Issuing Bank and a Lender, and BANK OF AMERICA, N.A., CAPITAL ONE, NATION

November 13, 2024 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 13, 2024 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-38083 (Commission F

November 12, 2024 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 12, 2024 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-38083 (Commission F

November 12, 2024 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 12, 2024 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-38083 (Commission F

November 12, 2024 EX-99.1

Magnolia Oil & Gas Operating LLC Announces Pricing of Offering of $400 Million Senior Notes

Exhibit 99.1 Press Release Magnolia Oil & Gas Operating LLC Announces Pricing of Offering of $400 Million Senior Notes HOUSTON, TX, November 12, 2024 – Magnolia Oil & Gas Operating LLC (“Magnolia Operating”) and Magnolia Oil & Gas Finance Corp., a subsidiary of Magnolia Operating, (“Finance Corp.” and, together with Magnolia Operating, the “Issuers”) announced today the pricing of their previously

November 12, 2024 EX-99.1

Magnolia Oil & Gas Operating LLC Announces Proposed Offering of $400 Million Senior Notes

Exhibit 99.1 Press Release Magnolia Oil & Gas Operating LLC Announces Proposed Offering of $400 Million Senior Notes HOUSTON, TX, November 12, 2024 – Magnolia Oil & Gas Operating LLC (“Magnolia Operating”) and Magnolia Oil & Gas Finance Corp., a subsidiary of Magnolia Operating, (“Finance Corp.” and, together with Magnolia Operating, the “Issuers”) announced today that they intend to offer, subjec

November 8, 2024 SC 13G

MGY / Magnolia Oil & Gas Corporation / AMERICAN CENTURY INVESTMENT MANAGEMENT INC - SC 13G Passive Investment

SC 13G 1 magnoliaoilandgascorp13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) * MAGNOLIA OIL & GAS CORPORATION (Name of Issuer) CLASS A COMMON STOCK (Title of Class of Securities) 559663109 (CUSIP Number) SEPTEMBER 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the

October 31, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38083 Magnolia Oil & Gas Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 81-5365682 (State or other jurisdiction of incorporation or organization) (I.

October 30, 2024 EX-99.2

Third Quarter 2024 Earnings Presentation October 30, 2024 Christopher Stavros – President & CEO Brian Corales – Senior Vice President & CFO Tom Fitter – Director, Investor Relations Disclaimer 2 12% FORWARD LOOKING STATEMENTS The information in this

Third Quarter 2024 Earnings Presentation October 30, 2024 Christopher Stavros – President & CEO Brian Corales – Senior Vice President & CFO Tom Fitter – Director, Investor Relations Disclaimer 2 12% FORWARD LOOKING STATEMENTS The information in this press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.

October 30, 2024 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 30, 2024 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware 001-38083 81-5365682 (State or other jurisdiction of incorporation) (Co

October 30, 2024 EX-99.1

Magnolia Oil & Gas Corporation Announces Third Quarter 2024 Results

Exhibit 99.1 Magnolia Oil & Gas Corporation Announces Third Quarter 2024 Results HOUSTON, TX, October 30, 2024 - Magnolia Oil & Gas Corporation (“Magnolia,” “we,” “our,” or the “Company”) (NYSE: MGY) today announced its financial and operational results for the third quarter of 2024. Third Quarter 2024 Highlights: (In millions, except per share data) For the Quarter Ended September 30, 2024 For th

October 16, 2024 SC 13G

MGY / Magnolia Oil & Gas Corporation / STATE STREET CORP Passive Investment

SC 13G 1 MagnoliaOilandGasCorp.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* MAGNOLIA OIL & GAS CORP (Name of Issuer) COMMON STOCK (Title of Class of Securities) 559663109 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule p

September 25, 2024 SD

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware 001-38083 81-5365682 (State or other jurisdic

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware 001-38083 81-5365682 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification Number) Nine Greenway Plaza, Suite 1300 Houston, Texas 77046 (Address

September 25, 2024 EX-2.01.INS

XBRL INSTANCE DOCUMENT

iso4217:USD 0001698990 mgy:EagleFordShaleTexasMember 2023-01-01 2023-12-31 0001698990 mgy:InternalRevenueServiceDepartmentOfTheTreasuryMember country:US 2023-01-01 2023-12-31 0001698990 2023-01-01 2023-12-31 0001698990 1 2023-01-01 2023-12-31 34200000 34200000 34200000 34200000 34200000 34200000 2.

September 25, 2024 EX-99.1

Disclosure of payments by resource extraction issuer for the fiscal year ended December 31, 2023

Exhibit 99.1 Disclosure of Payment by Resource Extraction Issuer The type and total amount of such payments, by payment type listed in paragraph (d)(9)(iii) of Item 2.01 of Form SD, made for each project of the resource extraction issuer relating to the commercial development of oil, natural gas, or minerals: Project: Eagle Ford Shale, Texas •Taxes - $34.2 million The type and total amount of such

September 25, 2024 SC 13D/A

MGY / Magnolia Oil & Gas Corporation / EnerVest, Ltd. - SC 13D/A Activist Investment

OMB APPROVAL OMB Number: Expires: Estimated average burden hours per response . . . . . . UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 15)* (Final Amendment) Magnolia Oil & Gas Corporation (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 559663109 (CUSIP

September 25, 2024 EX-2.01.SCH

XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT

Internal Revenue Service Department of the Treasury [Member] UNITED STATES Eagle Ford Shale Texas [Member] Oil And Natural Gas [Member] Upstream [Member]

August 1, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38083 Magnolia Oil & Gas Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 81-5365682 (State or other jurisdiction of incorporation or organization) (I.

July 31, 2024 EX-99.2

Second Quarter 2024 Earnings Presentation August 1, 2024 Christopher Stavros – President & CEO Brian Corales – Senior Vice President & CFO Tom Fitter – Director, Investor Relations Disclaimer 2 12% FORWARD LOOKING STATEMENTS The information in this p

mgy2q24xearningspresent Second Quarter 2024 Earnings Presentation August 1, 2024 Christopher Stavros – President & CEO Brian Corales – Senior Vice President & CFO Tom Fitter – Director, Investor Relations Disclaimer 2 12% FORWARD LOOKING STATEMENTS The information in this press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.

July 31, 2024 EX-99.1

Magnolia Oil & Gas Corporation Announces Second Quarter 2024 Results

Exhibit 99.1 Magnolia Oil & Gas Corporation Announces Second Quarter 2024 Results HOUSTON, TX, July 31, 2024 - Magnolia Oil & Gas Corporation (“Magnolia,” “we,” “our,” or the “Company”) (NYSE: MGY) today announced its financial and operational results for the second quarter of 2024. Second Quarter 2024 Highlights: (In millions, except per share data) For the Quarter Ended June 30, 2024 For the Qua

July 31, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 31, 2024

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 31, 2024 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware 001-38083 81-5365682 (State or other jurisdiction of incorporation) (Commi

May 15, 2024 SC 13D/A

MGY / Magnolia Oil & Gas Corporation / EnerVest, Ltd. - SC 13D/A Activist Investment

SC 13D/A 1 tm2414673d1sc13da.htm SC 13D/A OMB APPROVAL OMB Number: Expires: Estimated average burden hours per response . . . . . . UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 14)* Magnolia Oil & Gas Corporation (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Secu

May 8, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38083 Magnolia Oil & Gas Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 81-5365682 (State or other jurisdiction of incorporation or organization) (I.

May 7, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 7, 2024

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 7, 2024 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware 001-38083 81-5365682 (State or other jurisdiction of incorporation) (Commiss

May 7, 2024 EX-99.1

Magnolia Oil & Gas Corporation Announces First Quarter 2024 Results

Exhibit 99.1 Magnolia Oil & Gas Corporation Announces First Quarter 2024 Results HOUSTON, TX, May 7, 2024 - Magnolia Oil & Gas Corporation (“Magnolia,” “we,” “our,” or the “Company”) (NYSE: MGY) today announced its financial and operational results for the first quarter of 2024. First Quarter 2024 Highlights: (In millions, except per share data) For the Quarter Ended March 31, 2024 For the Quarter

May 7, 2024 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 7, 2024 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware 001-38083 81-5365682 (State or other jurisdiction of incorporation) (Commiss

May 7, 2024 EX-99.2

First Quarter 2024 Earnings Presentation May 8, 2024 Christopher Stavros – President & CEO Brian Corales – Senior Vice President & CFO Tom Fitter – Director, Investor Relations Disclaimer 2 12% FORWARD LOOKING STATEMENTS The information in this press

mgy1q24xearningspresent First Quarter 2024 Earnings Presentation May 8, 2024 Christopher Stavros – President & CEO Brian Corales – Senior Vice President & CFO Tom Fitter – Director, Investor Relations Disclaimer 2 12% FORWARD LOOKING STATEMENTS The information in this press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.

April 10, 2024 SC 13G/A

MGY / Magnolia Oil & Gas Corporation / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv0002-magnoliaoilgascorpcla.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 6)* Name of issuer: Magnolia Oil & Gas Corp. Class A Title of Class of Securities: Common Stock CUSIP Number: 559663109 Date of Event Which Requires Filing of this Statement: March 28, 2024 Check the appropriate

March 21, 2024 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

March 21, 2024 DEF 14A

The UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents The UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

February 15, 2024 EX-99.1

Summary Report of Miller and Lents, Ltd., dated as of January

January 19, 2024 Mr. Peter Corbeil Director, Reserves Magnolia Oil & Gas Operating LLC Nine Greenway Plaza, Suite 1300 Houston, Texas 77046 Re: Magnolia Oil & Gas Operating LLC Proved Reserves and Future Net Revenues As of December 31, 2023 SEC Reserves Case Mr. Corbeil: At your request, Miller and Lents, Ltd. (M&L) performed an evaluation of the proved reserves and future net revenues attributabl

February 15, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38083 Magnolia Oil & Gas Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 81-5365682 (State or other jurisdiction of incorporation or organization) (I.

February 15, 2024 EX-10.24

Form of 2024 Performance Share Unit Grant Notice and attached Performance Share Unit Agreement under the Magnolia Oil & Gas Corporation Long Term Incentive Plan (incorporated herein by reference to Exhibit 10.24 filed with the Annual Report on Form 10-K, filed on February 15, 2024 (File No. 001-38083)).

Exhibit 10.24 MAGNOLIA OIL & GAS CORPORATION LONG TERM INCENTIVE PLAN PERFORMANCE SHARE UNIT GRANT NOTICE Pursuant to the terms and conditions of the Magnolia Oil & Gas Corporation Long Term Incentive Plan, as amended from time to time (the “Plan”), Magnolia Oil & Gas Corporation (the “Company”) hereby grants to the individual listed below (“you” or the “Participant”) the number of Performance Sha

February 15, 2024 EX-21.1

Subsidiaries of Magnolia Oil & Gas Corporation.

Exhibit 21.1 MAGNOLIA OIL & GAS CORPORATION Subsidiaries Company Jurisdiction of Organization Magnolia Oil & Gas Holdings LLC Delaware Magnolia Oil & Gas Parent LLC Delaware Magnolia Oil & Gas Intermediate LLC Delaware Magnolia Oil & Gas Operating LLC Delaware Magnolia Oil & Gas Finance Corp. Delaware MGY Louisiana LLC Delaware

February 15, 2024 EX-10.23

Form of 2024 Restricted Stock Unit Grant Notice and attached Restricted Stock Unit Agreement under the Magnolia Oil & Gas Corporation Long Term Incentive Plan (incorporated herein by reference to Exhibit 10.23 filed with the Annual Report on Form 10-K, filed on February 15, 2024 (File No. 001-38083)).

Exhibit 10.23 MAGNOLIA OIL & GAS CORPORATION LONG TERM INCENTIVE PLAN RESTRICTED STOCK UNIT GRANT NOTICE Pursuant to the terms and conditions of the Magnolia Oil & Gas Corporation Long Term Incentive Plan, as amended from time to time (the “Plan”), Magnolia Oil & Gas Corporation (the “Company”) hereby grants to the individual listed below (“you” or the “Participant”) the number of Restricted Stock

February 15, 2024 EX-97.1

Magnolia Oil & Gas Corporation Clawback Policy.

Exhibit 97.1 MAGNOLIA OIL & GAS CORPORATION CLAWBACK POLICY 1.PURPOSE Magnolia Oil & Gas Corporation, a Delaware corporation (the “Company”), believes that it is in the best interests of the Company and its shareholders to create and maintain a culture that emphasizes integrity and accountability and that reinforces the Company’s pay-for-performance compensation philosophy. The Company’s Board of

February 15, 2024 EX-10.22

Form of Indemnity Agreement.

Exhibit 10.22 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [ , ]. Between: (1)MAGNOLIA OIL & GAS CORPORATION, a Delaware corporation (the “Company”); and (2)[] (“Indemnitee”). Whereas: (A) Highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are provided with adequate prote

February 15, 2024 EX-24.1

Power of Attorney.

Exhibit 24.1 MAGNOLIA OIL & GAS CORPORATION POWER OF ATTORNEY Each person whose signature appears below hereby constitutes and appoints Christopher Stavros, Timothy Yang, Brian Corales and Marina Kitikar, or any of them, each with power to act without the other, his true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for him and in his name, place and st

February 14, 2024 EX-99.1

Magnolia Oil & Gas Corporation Announces 2023 Fourth Quarter and Year End Results

Exhibit 99.1 Magnolia Oil & Gas Corporation Announces 2023 Fourth Quarter and Year End Results HOUSTON, TX, February 14, 2024 - Magnolia Oil & Gas Corporation (“Magnolia,” “we,” “our,” or the “Company”) (NYSE: MGY) today announced its financial and operational results for the fourth quarter and full year 2023. Fourth Quarter 2023 Summary Financial Results: (In millions, except per share data) For

February 14, 2024 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 14, 2024 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware 001-38083 81-5365682 (State or other jurisdiction of incorporation) (C

February 14, 2024 EX-99.2

Fourth Quarter 2023 Earnings Presentation February 15, 2024 Christopher Stavros – President & CEO Brian Corales – Senior Vice President & CFO Tom Fitter – Director, Investor Relations Disclaimer 2 12% FORWARD LOOKING STATEMENTS The information in thi

Fourth Quarter 2023 Earnings Presentation February 15, 2024 Christopher Stavros – President & CEO Brian Corales – Senior Vice President & CFO Tom Fitter – Director, Investor Relations Disclaimer 2 12% FORWARD LOOKING STATEMENTS The information in this press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.

February 14, 2024 SC 13G/A

MGY / Magnolia Oil & Gas Corporation / ALLIANCEBERNSTEIN L.P. - SEC SCHEDULE 13G Passive Investment

SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Magnolia Oil & Gas Corp (Name of Issuer) Common Stock (Title of Class of Securities) 559663109 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate bo

February 13, 2024 SC 13G/A

MGY / Magnolia Oil & Gas Corporation / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv01389-magnoliaoilgascorpcl.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 5)* Name of issuer: Magnolia Oil & Gas Corp. Class A Title of Class of Securities: Common Stock CUSIP Number: 559663109 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropria

February 6, 2024 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 6, 2024 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization)

February 6, 2024 EX-99

Magnolia Oil & Gas Corporation Appoints David Khani to its Board of Directors

‌Exhibit 99.1 Magnolia Oil & Gas Corporation Appoints David Khani to its Board of Directors HOUSTON, TX, February 6, 2024 – Magnolia Oil & Gas Corporation (“Magnolia,” “we,” “our,” or the “Company”) (NYSE: MGY) today announced that its board of directors (the “Board”) has increased the size of the Board from seven to eight directors and has appointed David Khani as an independent director of the B

November 2, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38083 Magnolia Oil & Gas Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 81-5365682 (State or other jurisdiction of incorporation or organization) (I.

November 1, 2023 EX-99.2

Magnolia Oil & Gas Third Quarter 2023 Earnings Presentation November 2, 2023 Christopher Stavros – President & CEO Brian Corales – Senior Vice President & CFO Jim Johnson – Vice President, Finance, IR & Treasurer Exhibit 99.2 Disclaimer 2 FORWARD LOO

Magnolia Oil & Gas Third Quarter 2023 Earnings Presentation November 2, 2023 Christopher Stavros – President & CEO Brian Corales – Senior Vice President & CFO Jim Johnson – Vice President, Finance, IR & Treasurer Exhibit 99.

November 1, 2023 EX-99.1

Magnolia Oil & Gas Corporation Announces Third Quarter 2023 Results

Exhibit 99.1 Magnolia Oil & Gas Corporation Announces Third Quarter 2023 Results HOUSTON, TX, November 1, 2023 - Magnolia Oil & Gas Corporation (“Magnolia,” “we,” “our,” or the “Company”) (NYSE: MGY) today announced its financial and operational results for the third quarter of 2023. Third Quarter 2023 Highlights: (In millions, except per share data) For the Quarter Ended September 30, 2023 For th

November 1, 2023 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 1, 2023 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware 001-38083 81-5365682 (State or other jurisdiction of incorporation) (Co

August 2, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38083 Magnolia Oil & Gas Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 81-5365682 (State or other jurisdiction of incorporation or organization) (I.

August 2, 2023 EX-10.1

Form of 2023 Non-Employee Director Restricted Stock Unit Grant Notice and attached Form of Restricted Stock Unit Agreement under the Magnolia Oil & Gas Corporation Long Term Incentive Plan, as amended (incorporated herein by reference to Exhibit 10.1 filed with the Quarterly Report on Form 10-Q, filed on August 2, 2023 (File No. 001-38083)).

EXHIBIT 10.1 MAGNOLIA OIL & GAS CORPORATION LONG TERM INCENTIVE PLAN NON-EMPLOYEE DIRECTOR RESTRICTED STOCK UNIT GRANT NOTICE Pursuant to the terms and conditions of the Magnolia Oil & Gas Corporation Long Term Incentive Plan, as amended from time to time (the “Plan”), Magnolia Oil & Gas Corporation (the “Company”) hereby grants to the individual listed below (“you” or the “Participant”) the numbe

August 2, 2023 EX-10.2

Magnolia Oil & Gas Corporation Executive Severance and Change in Control Plan (incorporated herein by reference to Exhibit 10.2 filed with the Quarterly Report on Form 10-Q, filed on August 2, 2023 (File No. 001-38083)).

EXHIBIT 10.2 MAGNOLIA OIL & GAS CORPORATION EXECUTIVE SEVERANCE AND CHANGE IN CONTROL PLAN 1.Purpose. Magnolia Oil & Gas Corporation, a Delaware corporation (the “Company”), has adopted the Magnolia Oil & Gas Corporation Executive Severance and Change in Control Plan (the “Plan”) to provide severance pay and benefits to Eligible Executives whose employment is terminated under qualifying circumstan

August 1, 2023 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 1, 2023 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware 001-38083 81-5365682 (State or other jurisdiction of incorporation) (Comm

August 1, 2023 EX-99.1

Magnolia Oil & Gas Corporation Announces Second Quarter 2023 Results

Exhibit 99.1 Magnolia Oil & Gas Corporation Announces Second Quarter 2023 Results HOUSTON, TX, August 1, 2023 - Magnolia Oil & Gas Corporation (“Magnolia,” “we,” “our,” or the “Company”) (NYSE: MGY) today announced its financial and operational results for the second quarter of 2023. Second Quarter 2023 Highlights: (In millions, except per share data) For the Quarter Ended June 30, 2023 For the Qu

August 1, 2023 EX-99.2

Magnolia Oil & Gas Second Quarter 2023 Earnings Presentation August 2, 2023 Christopher Stavros – President & CEO Brian Corales – Senior Vice President & CFO Jim Johnson – Vice President, Finance, IR & Treasurer Exhibit 99.2 Disclaimer 2 FORWARD LOOK

Magnolia Oil & Gas Second Quarter 2023 Earnings Presentation August 2, 2023 Christopher Stavros – President & CEO Brian Corales – Senior Vice President & CFO Jim Johnson – Vice President, Finance, IR & Treasurer Exhibit 99.

June 1, 2023 SC 13G/A

GULTU / Gulf Coast Ultra Deep Royalty Trust - Unit / Magnolia Oil & Gas Corp - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* Gulf Coast Ultra Deep Royalty Trust (Name of Issuer) Royalty Trust Units (Title of Class of Securities) 40222T104 (CUSIP Number) May 30, 2023 (Date of Event Which Requires Filing of this Statement) Check the Appropriate Box to Designate the Rule Pursuant

May 4, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38083 Magnolia Oil & Gas Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 81-5365682 (State or other jurisdiction of incorporation or organization) (I.

May 4, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 3, 2023

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 3, 2023 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware 001-38083 81-5365682 (State or other jurisdiction of incorporation) (Commiss

May 3, 2023 EX-99.1

Magnolia Oil & Gas Corporation Announces First Quarter 2023 Results

Exhibit 99.1 Magnolia Oil & Gas Corporation Announces First Quarter 2023 Results HOUSTON, TX, May 3, 2023 - Magnolia Oil & Gas Corporation (“Magnolia,” “we,” “our,” or the “Company”) (NYSE: MGY) today announced its financial and operational results for the first quarter of 2023. First Quarter 2023 Highlights: (In millions, except per share data) For the Quarter Ended March 31, 2023 For the Quarter

May 3, 2023 EX-99.2

Magnolia Oil & Gas First Quarter 2023 Earnings Presentation May 4, 2023 Christopher Stavros – President & CEO Brian Corales – Senior Vice President & CFO Jim Johnson – Vice President, Finance, IR & Treasurer Exhibit 99.2 Disclaimer 2 FORWARD LOOKING

mgy1q23xearningspresent Magnolia Oil & Gas First Quarter 2023 Earnings Presentation May 4, 2023 Christopher Stavros – President & CEO Brian Corales – Senior Vice President & CFO Jim Johnson – Vice President, Finance, IR & Treasurer Exhibit 99.

May 3, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 3, 2023

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 3, 2023 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware 001-38083 81-5365682 (State or other jurisdiction of incorporation) (Commiss

March 17, 2023 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ⌧ Filed by a Party other than the Registrant ◻ Check the appropriate box: ◻ Preliminary Proxy Statement ◻ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ◻ Defin

March 17, 2023 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ⌧ Filed by a Party other than the Registrant ◻ Check the appropriate box: ◻ Preliminary Proxy Statement ◻ Confidential, for Use of the Commission Only (as permitted by Rule 14

February 16, 2023 EX-10.25

Form of 2023 Performance Share Unit Grant Notice and attached Performance Share Unit Agreement under Magnolia Oil & Gas Corporation Long Term Incentive Plan (incorporated herein by reference to Exhibit 10.25 filed with the Annual Report on Form 10-K, filed on February 16, 2023 (File No. 001-38083)).

EXHIBIT 10.25 MAGNOLIA OIL & GAS CORPORATION LONG TERM INCENTIVE PLAN PERFORMANCE SHARE UNIT GRANT NOTICE Pursuant to the terms and conditions of the Magnolia Oil & Gas Corporation Long Term Incentive Plan, as amended from time to time (the “Plan”), Magnolia Oil & Gas Corporation (the “Company”) hereby grants to the individual listed below (“you” or the “Participant”) the number of Performance Sha

February 16, 2023 EX-24.1

Power of Attorney.

Exhibit 24.1 MAGNOLIA OIL & GAS CORPORATION POWER OF ATTORNEY Each person whose signature appears below hereby constitutes and appoints Christopher Stavros, Timothy Yang, Brian Corales and Marina Kitikar, or any of them, each with power to act without the other, his true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for him and in his name, place and st

February 16, 2023 EX-21.1

Subsidiaries of Magnolia Oil & Gas Corporation.

Exhibit 21.1 MAGNOLIA OIL & GAS CORPORATION Subsidiaries Company Jurisdiction of Organization Magnolia Oil & Gas Holdings LLC Delaware Magnolia Oil & Gas Parent LLC Delaware Magnolia Oil & Gas Intermediate LLC Delaware Magnolia Oil & Gas Operating LLC Delaware Magnolia Oil & Gas Finance Corp. Delaware MGY Louisiana LLC Delaware Highlander Oil & Gas Holdings LLC Delaware Highlander Oil & Gas Assets

February 16, 2023 EX-10.24

Form of 2023 Restricted Stock Unit Grant Notice and attached Restricted Stock Unit Agreement under the Magnolia Oil & Gas Corporation Long Term Incentive Plan (incorporated herein by reference to Exhibit 10.24 filed with the Annual Report on Form 10-K, filed on February 16, 2023 (File No. 001-38083)).

EXHIBIT 10.24 MAGNOLIA OIL & GAS CORPORATION LONG TERM INCENTIVE PLAN RESTRICTED STOCK UNIT GRANT NOTICE Pursuant to the terms and conditions of the Magnolia Oil & Gas Corporation Long Term Incentive Plan, as amended from time to time (the “Plan”), Magnolia Oil & Gas Corporation (the “Company”) hereby grants to the individual listed below (“you” or the “Participant”) the number of Restricted Stock

February 16, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38083 Magnolia Oil & Gas Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 81-5365682 (State or other jurisdiction of incorporation or organization) (I.

February 16, 2023 EX-99.1

Summary Report of Miller and Lents, Ltd., dated as of January

January 25, 2023 Mr. Peter Corbeil Director, Reserves Magnolia Oil & Gas Operating LLC Nine Greenway Plaza, Suite 1300 Houston, Texas 77046 Re: Magnolia Oil & Gas Operating LLC Proved Reserves and Future Net Revenues As of December 31, 2022 SEC Reserves Case Mr. Corbeil: At your request, Miller and Lents, Ltd. (M&L) performed an evaluation of the proved reserves and future net revenues attributabl

February 14, 2023 EX-99.1

Magnolia Oil & Gas Corporation Announces 2022 Fourth Quarter and Year-End Results

Exhibit 99.1 Magnolia Oil & Gas Corporation Announces 2022 Fourth Quarter and Year-End Results HOUSTON, TX, February 14, 2023 - Magnolia Oil & Gas Corporation (“Magnolia,” “we,” “our,” or the “Company”) (NYSE: MGY) today announced its financial and operational results for the fourth quarter and full year 2022. Fourth Quarter 2022 Summary Financial Results: (In millions, except per share data) For

February 14, 2023 SC 13G

MGY / Magnolia Oil & Gas Corp / ALLIANCEBERNSTEIN L.P. - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Magnolia Oil & Gas Corp (Name of Issuer) Common Stock (Title of Class of Securities) 559663109 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

February 14, 2023 EX-99.2

Magnolia Oil & Gas Fourth Quarter 2022 Earnings Presentation February 15, 2023 Christopher Stavros – President & CEO Brian Corales – Senior Vice President & CFO Jim Johnson – Vice President, Finance, IR & Treasurer Exhibit 99.2 Disclaimer 2 FORWARD L

mgy4q22xearningspresent Magnolia Oil & Gas Fourth Quarter 2022 Earnings Presentation February 15, 2023 Christopher Stavros – President & CEO Brian Corales – Senior Vice President & CFO Jim Johnson – Vice President, Finance, IR & Treasurer Exhibit 99.

February 14, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 14, 2023

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 14, 2023 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware 001-38083 81-5365682 (State or other jurisdiction of incorporation) (C

February 9, 2023 SC 13G/A

MGY / Magnolia Oil & Gas Corp / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv01355-magnoliaoilgascorpcl.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 4)* Name of issuer: Magnolia Oil & Gas Corp. Class A Title of Class of Securities: Common Stock CUSIP Number: 559663109 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropria

January 4, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

? ? ? ? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION ? Washington, D.C. 20549 ? FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 4, 2023 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or

January 4, 2023 EX-99.1

Magnolia Oil & Gas Announces Preliminary Fourth Quarter 2022 Production

? ? ? Magnolia Oil & Gas Announces Preliminary Fourth Quarter 2022 Production ? HOUSTON, TX, January 4, 2023 - Magnolia Oil & Gas Corporation (NYSE: MGY) announced preliminary fourth quarter 2022 estimated oil and gas production volumes in the range of 73 to 74 Mboe per day, compared to the midpoint of the Company?s earlier guidance of 78 Mboe per day.

November 8, 2022 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 3, 2022 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization)

November 8, 2022 EX-1.1

Underwriting Agreement, dated as of November 3, 2022, by and among Magnolia Oil & Gas Corporation, the selling stockholders and J.P. Morgan Securities LLC.

Exhibit 1.1 Execution Version MAGNOLIA OIL & GAS CORPORATION 7,500,000 Shares of Class A Common Stock UNDERWRITING AGREEMENT November 3, 2022 J.P. Morgan Securities LLC, As Representative of the Underwriters, c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Dear Sirs: 1. Introductory. The stockholders of Magnolia Oil & Gas Corporation, a Delaware corporation (the ?Company

November 8, 2022 SC 13D/A

MGY / Magnolia Oil & Gas Corp / EnerVest, Ltd. - SC 13D/A Activist Investment

OMB APPROVAL OMB Number: Expires: Estimated average burden hours per response . . . . . . UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 13)* Magnolia Oil & Gas Corporation (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 559663109 (CUSIP Number) J. Andrew

November 4, 2022 424B3

7,500,000 Shares Magnolia Oil & Gas Corporation Class A Common Stock

TABLE OF CONTENTS ? Filed Pursuant to Rule 424(b)(3) ?Registration No. 333-226795? PROSPECTUS SUPPLEMENT (to Prospectus dated August 30, 2018) 7,500,000 Shares Magnolia Oil & Gas Corporation Class A Common Stock ? The selling stockholders are offering an aggregate 7,500,000 shares of our Class A Common Stock, par value $0.0001 (the ?Class A Common Stock?). We will not receive any of the proceeds f

November 4, 2022 424B3

SUBJECT TO COMPLETION, DATED NOVEMBER 3, 2022

Filed Pursuant to Rule 424(b)(3) ?Registration No. 333-226795 This preliminary prospectus supplement relates to an effective registration statement under the Securities Act of 1933, but the information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying base prospectus are not an offer to sell and are not solicit

November 2, 2022 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 27, 2022 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization)

November 2, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38083 Magnolia Oil & Gas Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 81-5365682 (State or other jurisdiction of incorporation or organization) (I.

November 1, 2022 EX-99.2

Magnolia Oil & Gas Third Quarter 2022 Earnings Presentation November 2, 2022 Exhibit 99.2 Disclaimer 2 FORWARD LOOKING STATEMENTS The information in this presentation and the oral statements made in connection therewith include “forward-looking state

Magnolia Oil & Gas Third Quarter 2022 Earnings Presentation November 2, 2022 Exhibit 99.

November 1, 2022 EX-99.1

Magnolia Oil & Gas Corporation Announces Third Quarter 2022 Results

Exhibit 99.1 Magnolia Oil & Gas Corporation Announces Third Quarter 2022 Results HOUSTON, TX, November 1, 2022 - Magnolia Oil & Gas Corporation (?Magnolia,? ?we,? ?our,? or the ?Company?) (NYSE: MGY) today announced its financial and operational results for the third quarter of 2022. Third Quarter 2022 Highlights: (In millions, except per share data) For the Quarter Ended September 30, 2022 For th

November 1, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 1, 2022 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware 001-38083 81-5365682 (State or other jurisdiction of incorporation) (Co

September 23, 2022 EX-99.1

Magnolia Oil & Gas Corporation Appoints Christopher Stavros as President and Chief Executive Officer and to the Board of Directors

Exhibit 99.1 ? ? ? ? Magnolia Oil & Gas Corporation Appoints Christopher Stavros as President and Chief Executive Officer and to the Board of Directors ? HOUSTON, TX, September 21, 2022 - Magnolia Oil & Gas Corporation (?Magnolia? or the ?Company?) (NYSE: MGY) today announced that Christopher Stavros, the Company?s current Executive Vice President and Chief Financial Officer, has been named Presid

September 23, 2022 EX-99.2

Magnolia Oil & Gas Corporation Mourns the Passing of Former Chairman, President and Chief Executive Officer Stephen Chazen

Exhibit 99.2 ? Magnolia Oil & Gas Corporation Mourns the Passing of Former Chairman, President and Chief Executive Officer Stephen Chazen HOUSTON, TX, September 23, 2022 ? It is with great sadness that Magnolia Oil & Gas Corporation (?Magnolia? or the ?Company?) (NYSE: MGY) mourns the passing of former Chairman, President and Chief Executive Officer, Stephen Chazen. On behalf of the entire Magnoli

September 23, 2022 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

? ? ? ? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION ? Washington, D.C. 20549 ? FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 21, 2022 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation

August 3, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38083 Magnolia Oil & Gas Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 81-5365682 (State or other jurisdiction of incorporation or organization) (I.

August 2, 2022 EX-99.2

Magnolia Oil & Gas Second Quarter 2022 Earnings Presentation August 3, 2022 Stephen Chazen – Chairman, President & CEO Christopher Stavros – Executive Vice President & CFO Brian Corales – Vice President, Investor Relations Exhibit 99.2 Disclaimer 2 F

Magnolia Oil & Gas Second Quarter 2022 Earnings Presentation August 3, 2022 Stephen Chazen – Chairman, President & CEO Christopher Stavros – Executive Vice President & CFO Brian Corales – Vice President, Investor Relations Exhibit 99.

August 2, 2022 EX-99.1

Magnolia Oil & Gas Corporation Announces Second Quarter 2022 Results

Exhibit 99.1 Magnolia Oil & Gas Corporation Announces Second Quarter 2022 Results HOUSTON, TX, August 2, 2022 - Magnolia Oil & Gas Corporation (“Magnolia,” “we,” “our,” or the “Company”) (NYSE: MGY) today announced its financial and operational results for the second quarter of 2022. Second Quarter 2022 Highlights: (In millions, except per share data) For the Quarter Ended June 30, 2022 For the Qu

August 2, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 2, 2022 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware 001-38083 81-5365682 (State or other jurisdiction of incorporation) (Comm

June 6, 2022 SC 13D/A

MGY / Magnolia Oil & Gas Corp / EnerVest, Ltd. - SC 13D/A Activist Investment

OMB APPROVAL OMB Number: Expires: Estimated average burden hours per response . . . . . . UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 12)* Magnolia Oil & Gas Corporation (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 559663109 (CUSIP Number) J. Andrew

June 6, 2022 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 1, 2022 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-

June 6, 2022 EX-1.1

Underwriting Agreement, dated as of June 1, 2022, by and among Magnolia Oil & Gas Corporation, the selling stockholders and Morgan Stanley & Co. LLC.

EX-1.1 2 tm2214517d4ex1-1.htm EXHIBIT 1.1 Exhibit 1.1 MAGNOLIA OIL & GAS CORPORATION 7,500,000 Shares of Class A Common Stock UNDERWRITING AGREEMENT June 1, 2022 Morgan Stanley & Co. LLC, As Representative of the Underwriters, c/o Morgan Stanley & Co. LLC 1585 Broadway, 29th Floor New York, New York 10036 Dear Sirs: 1. Introductory. The stockholders of Magnolia Oil & Gas Corporation, a Delaware co

June 2, 2022 424B3

7,500,000 Shares Magnolia Oil & Gas Corporation Class A Common Stock

TABLE OF CONTENTS ?Filed Pursuant to Rule 424(b)(3)? ?Registration No. 333-226795? PROSPECTUS SUPPLEMENT (to Prospectus dated August 30, 2018) 7,500,000 Shares Magnolia Oil & Gas Corporation Class A Common Stock ? The selling stockholders are offering an aggregate 7,500,000 shares of our Class A Common Stock, par value $0.0001 (the ?Class A Common Stock?). We will not receive any of the proceeds f

June 1, 2022 424B3

SUBJECT TO COMPLETION, DATED JUNE 1, 2022

TABLE OF CONTENTS This preliminary prospectus supplement relates to an effective registration statement under the Securities Act of 1933, but the information in this preliminary prospectus supplement is not complete and may be changed.

May 10, 2022 EX-10.1

Form of 2022 Non-Employee Director Restricted Stock Unit Grant Notice and attached Form of Restricted Stock Unit Agreement under the Magnolia Oil & Gas Corporation Long Term Incentive Plan, as amended.

Exhibit 10.1 MAGNOLIA OIL & GAS CORPORATION LONG TERM INCENTIVE PLAN NON-EMPLOYEE DIRECTOR RESTRICTED STOCK UNIT GRANT NOTICE Pursuant to the terms and conditions of the Magnolia Oil & Gas Corporation Long Term Incentive Plan, as amended from time to time (the ?Plan?), Magnolia Oil & Gas Corporation (the ?Company?) hereby grants to the individual listed below (?you? or the ?Participant?) the numbe

May 10, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38083 Magnolia Oil & Gas Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 81-5365682 (State or other jurisdiction of incorporation or organization) (I.

May 9, 2022 EX-99.1

Magnolia Oil & Gas Corporation Announces First Quarter 2022 Results

Exhibit 99.1 Magnolia Oil & Gas Corporation Announces First Quarter 2022 Results HOUSTON, TX, May 9, 2022 - Magnolia Oil & Gas Corporation (?Magnolia,? ?we,? ?our,? or the ?Company?) (NYSE: MGY) today announced its financial and operational results for the first quarter of 2022. First Quarter 2022 Highlights: (In millions, except per share data) For the Quarter Ended March 31, 2022 For the Quarter

May 9, 2022 EX-99.2

First Quarter 2022 Earnings Presentation May 10, 2022 Stephen Chazen – Chairman, President & CEO Christopher Stavros – Executive Vice President & CFO Brian Corales – Vice President, Investor Relations Exhibit 99.2 Disclaimer 2 FORWARD LOOKING STATEME

First Quarter 2022 Earnings Presentation May 10, 2022 Stephen Chazen ? Chairman, President & CEO Christopher Stavros ? Executive Vice President & CFO Brian Corales ? Vice President, Investor Relations Exhibit 99.

May 9, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 9, 2022 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware 001-38083 81-5365682 (State or other jurisdiction of incorporation) (Commiss

May 5, 2022 8-K

Submission of Matters to a Vote of Security Holders

? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 3, 2022 ? ? ? Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) ? ? ? Delaware 001-38083 81-5365682 (State or other jurisdiction of incorpora

March 18, 2022 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? D

March 18, 2022 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

March 15, 2022 SC 13D/A

MGY / Magnolia Oil & Gas Corp / EnerVest, Ltd. - SC 13D/A Activist Investment

OMB APPROVAL OMB Number: Expires: Estimated average burden hours per response . . . . . . UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 11)* Magnolia Oil & Gas Corporation (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 559663109 (CUSIP Number) J. Andrew

March 15, 2022 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 9, 2022 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001

March 15, 2022 EX-1.1

Underwriting Agreement, dated as of March 9, 2022, by and among Magnolia Oil & Gas Corporation, certain selling stockholders, and Citigroup Global Markets Inc.

EX-1.1 2 tm228651d3ex1-1.htm EXHIBIT 1.1 Exhibit 1.1 Execution Version MAGNOLIA OIL & GAS CORPORATION 7,500,000 Shares of Class A Common Stock UNDERWRITING AGREEMENT March 9, 2022 Citigroup Global Markets Inc., As Representative of the Underwriters, c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 Dear Sirs: 1. Introductory. The stockholders of Magnolia Oil & Gas Cor

March 10, 2022 424B3

7,500,000 Shares Magnolia Oil & Gas Corporation Class A Common Stock

TABLE OF CONTENTS ?Filed Pursuant to Rule 424(b)(3)? ?Registration No. 333-226795? PROSPECTUS SUPPLEMENT (to Prospectus dated August 30, 2018) 7,500,000 Shares Magnolia Oil & Gas Corporation Class A Common Stock ? The selling stockholders are offering an aggregate 7,500,000 shares of our Class A Common Stock, par value $0.0001 (the ?Class A Common Stock?). We will not receive any of the proceeds f

March 9, 2022 424B3

SUBJECT TO COMPLETION, DATED MARCH 9, 2022

TABLE OF CONTENTS This preliminary prospectus supplement relates to an effective registration statement under the Securities Act of 1933, but the information in this preliminary prospectus supplement is not complete and may be changed.

February 17, 2022 EX-10.30

Form of 2022 Performance Restricted Stock Unit (Cliff Vesting) Grant Notice and attached Performance Restricted Stock Unit Agreement under Magnolia Oil & Gas Corporation Long Term Incentive Plan (incorporated herein by reference to Exhibit 10.30 filed with the Annual Report on Form 10-K, filed on February 17, 2022 (File No. 001-38083)).

EXHIBIT 10.30 MAGNOLIA OIL & GAS CORPORATION LONG TERM INCENTIVE PLAN PERFORMANCE RESTRICTED STOCK UNIT GRANT NOTICE Pursuant to the terms and conditions of the Magnolia Oil & Gas Corporation Long Term Incentive Plan, as amended from time to time (the ?Plan?), Magnolia Oil & Gas Corporation (the ?Company?) hereby grants to the individual listed below (?you? or the ?Participant?) the number of Perf

February 17, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38083 Magnolia Oil & Gas Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 81-5365682 (State or other jurisdiction of incorporation or organization) (I.

February 17, 2022 EX-10.28

Form of 2022 Restricted Stock Unit Grant Notice and attached Restricted Stock Unit Agreement under the Magnolia Oil & Gas Corporation Long Term Incentive Plan (incorporated herein by reference to Exhibit 10.28 filed with the Annual Report on Form 10-K, filed on February 17, 2022 (File No. 001-38083)).

EXHIBIT 10.28 MAGNOLIA OIL & GAS CORPORATION LONG TERM INCENTIVE PLAN RESTRICTED STOCK UNIT GRANT NOTICE Pursuant to the terms and conditions of the Magnolia Oil & Gas Corporation Long Term Incentive Plan, as amended from time to time (the ?Plan?), Magnolia Oil & Gas Corporation (the ?Company?) hereby grants to the individual listed below (?you? or the ?Participant?) the number of Restricted Stock

February 17, 2022 EX-21.1

Subsidiaries of Magnolia Oil and Gas Corporation.

Exhibit 21.1 MAGNOLIA OIL & GAS CORPORATION Subsidiaries Company Jurisdiction of Organization Magnolia Oil & Gas Parent LLC Delaware Magnolia Oil & Gas Intermediate LLC Delaware Magnolia Oil & Gas Operating LLC Delaware Magnolia Oil & Gas Finance Corp. Delaware MGY Louisiana LLC Delaware Highlander Oil & Gas Holdings LLC Delaware Highlander Oil & Gas Assets LLC Delaware

February 17, 2022 EX-10.29

Form of 2022 Performance Restricted Stock Unit (Ratable Vesting) Grant Notice and attached Performance Restricted Stock Unit Agreement under Magnolia Oil & Gas Corporation Long Term Incentive Plan (incorporated herein by reference to Exhibit 10.29 filed with the Annual Report on Form 10-K, filed on February 17, 2022 (File No. 001-38083)).

EXHIBIT 10.29 MAGNOLIA OIL & GAS CORPORATION LONG TERM INCENTIVE PLAN PERFORMANCE RESTRICTED STOCK UNIT GRANT NOTICE Pursuant to the terms and conditions of the Magnolia Oil & Gas Corporation Long Term Incentive Plan, as amended from time to time (the ?Plan?), Magnolia Oil & Gas Corporation (the ?Company?) hereby grants to the individual listed below (?you? or the ?Participant?) the number of Perf

February 17, 2022 EX-99.1

Summary Report of Miller and Lents, Ltd., dated as of January 1

January 18, 2022 Mr. Peter Corbeil Director, Reserves Magnolia Oil & Gas Operating LLC Nine Greenway Plaza, Suite 1300 Houston, Texas 77046 Re: Magnolia Oil & Gas Operating LLC Proved Reserves and Future Net Revenues As of December 31, 2021 SEC Reserves Case Mr. Corbeil: At your request, Miller and Lents, Ltd. (M&L) performed an evaluation of the proved reserves and future net revenues attributabl

February 17, 2022 EX-24.1

Power of Attorney.

Exhibit 24.1 MAGNOLIA OIL & GAS CORPORATION POWER OF ATTORNEY Each person whose signature appears below hereby constitutes and appoints Stephen Chazen, Christopher Stavros, Timothy Yang, and Marina Kitikar, or any of them, each with power to act without the other, his true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for him and in his name, place and

February 17, 2022 EX-10.4

Amended and Restated Credit Agreement, dated as of February 16, 2022, by and among Magnolia Oil & Gas Operating LLC, Magnolia Oil & Gas Intermediate LLC, the lenders from time to time party thereto, Citibank, N.A., as administrative agent and collateral agent as the swingline lender and an issuing bank and each other issuing bank from time to time party thereto (incorporated herein by reference to Exhibit 10.4 filed with the Annual Report on Form 10-K, filed on February 17, 2022 (File No. 001-38083)).

Exhibit 10.4 Execution Version AMENDED AND RESTATED CREDIT AGREEMENT Dated as of February 16, 2022 among MAGNOLIA OIL & GAS INTERMEDIATE LLC, as Holdings MAGNOLIA OIL & GAS OPERATING LLC as the Borrower, The Several Lenders from Time to Time Parties Hereto, CITIBANK, N.A., as Administrative Agent, Collateral Agent, Swingline Lender, an Issuing Bank and a Lender, and BANK OF AMERICA, N.A., JPMORGAN

February 16, 2022 EX-99.1

Magnolia Oil & Gas Corporation Announces 2021 Fourth Quarter and Year-End Results

Exhibit 99.1 Magnolia Oil & Gas Corporation Announces 2021 Fourth Quarter and Year-End Results HOUSTON, TX, February 16, 2022 - Magnolia Oil & Gas Corporation (?Magnolia,? ?we,? ?our,? or the ?Company?) (NYSE: MGY) today announced its financial and operational results for the fourth quarter and full year 2021. Fourth Quarter Summary Financial Results: (In millions, except per share data) For the Q

February 16, 2022 EX-99.2

Fourth Quarter 2021 Earnings Presentation February 17, 2022 Stephen Chazen – Chairman, President & CEO Christopher Stavros – Executive Vice President & CFO Brian Corales – Vice President, Investor Relations Exhibit 99.2 Disclaimer 2 FORWARD LOOKING S

Fourth Quarter 2021 Earnings Presentation February 17, 2022 Stephen Chazen ? Chairman, President & CEO Christopher Stavros ? Executive Vice President & CFO Brian Corales ? Vice President, Investor Relations Exhibit 99.

February 16, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 16, 2022 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware 001-38083 81-5365682 (State or other jurisdiction of incorporation) (C

February 10, 2022 SC 13G/A

MGY / Magnolia Oil & Gas Corp / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3)* Name of issuer: Magnolia Oil & Gas Corp. Class A Title of Class of Securities: Common Stock CUSIP Number: 559663109 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedul

February 8, 2022 SC 13D/A

MGY / Magnolia Oil & Gas Corp / EnerVest, Ltd. - SC 13D/A Activist Investment

OMB APPROVAL OMB Number: Expires: Estimated average burden hours per response . . . . . . UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 10)* Magnolia Oil & Gas Corporation (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 559663109 (CUSIP Number) J. Andrew

February 4, 2022 SC 13G/A

MGY / Magnolia Oil & Gas Corp / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* Magnolia Oil & Gas Corp (Name of Issuer) Common Stock (Title of Class of Securities) 559663109 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which thi

November 2, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38083 Magnolia Oil & Gas Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 81-5365682 (State or other jurisdiction of incorporation or organization) (I.

November 1, 2021 EX-99.1

Magnolia Oil & Gas Corporation Announces Third Quarter 2021 Results

Exhibit 99.1 Magnolia Oil & Gas Corporation Announces Third Quarter 2021 Results HOUSTON, TX, November 1, 2021 - Magnolia Oil & Gas Corporation (?Magnolia,? ?we,? ?our,? or the ?Company?) (NYSE: MGY) today announced its financial and operational results for the third quarter of 2021. Third Quarter 2021 Highlights: (In millions, except per share data) For the Quarter Ended September 30, 2021 Net in

November 1, 2021 EX-99.2

Third Quarter 2021 Earnings Presentation November 2, 2021 Stephen Chazen – Chairman, President & CEO Christopher Stavros – Executive Vice President & CFO Brian Corales – Vice President, Investor Relations Disclaimer 2 FORWARD LOOKING STATEMENTS The i

Third Quarter 2021 Earnings Presentation November 2, 2021 Stephen Chazen ? Chairman, President & CEO Christopher Stavros ? Executive Vice President & CFO Brian Corales ? Vice President, Investor Relations Disclaimer 2 FORWARD LOOKING STATEMENTS The information in this presentation and the oral statements made in connection therewith include ?forward-looking statements? within the meaning of Section 27A of the Securities Act of 1933, as amended (the ?Securities Act?), and Section 21E of the Securities Exchange Act of 1934, as amended.

November 1, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 1, 2021 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware 001-38083 81-5365682 (State or other jurisdiction of incorporation) (Co

October 13, 2021 SC 13D/A

MGY / Magnolia Oil & Gas Corp / EnerVest, Ltd. - SC 13D/A Activist Investment

SC 13D/A 1 tm2129846d1sc13da.htm SC 13D/A OMB APPROVAL OMB Number: Expires: Estimated average burden hours per response . . . . . . UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 9)* Magnolia Oil & Gas Corporation (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Secur

October 1, 2021 SC 13D/A

MGY / Magnolia Oil & Gas Corp / EnerVest, Ltd. - SC 13D/A Activist Investment

OMB APPROVAL OMB Number: Expires: Estimated average burden hours per response . . . . . . UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 8)* Magnolia Oil & Gas Corporation (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 559663109 (CUSIP Number) J. Andrew

September 28, 2021 EX-1.1

Underwriting Agreement, dated as of September 23, 2021, by and among Magnolia Oil & Gas Corporation, certain selling stockholders, and J.P. Morgan Securities LLC.

Exhibit 1.1 ? Execution Version MAGNOLIA OIL & GAS CORPORATION ? 7,500,000 Shares of Class A Common Stock ? UNDERWRITING AGREEMENT ? September 23, 2021 ? J.P. MORGAN SECURITIES LLC, As Representative of the Underwriters, ? c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 ? Dear Sirs: ? 1. Introductory. The stockholders of Magnolia Oil & Gas Corporation, a Delaware corpora

September 28, 2021 8-K

Financial Statements and Exhibits, Other Events

? ? ? ? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION ? Washington, D.C. 20549 ? FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 23, 2021 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation

September 24, 2021 424B3

7,500,000 Shares Magnolia Oil & Gas Corporation Class A Common Stock

TABLE OF CONTENTS ?Filed Pursuant to Rule 424(b)(3) ?Registration No. 333-226795? PROSPECTUS SUPPLEMENT (to Prospectus dated August 30, 2018) 7,500,000 Shares Magnolia Oil & Gas Corporation Class A Common Stock ? The selling stockholders are offering an aggregate 7,500,000 shares of our Class A Common Stock, par value $0.0001 (the ?Class A Common Stock?). We will not receive any of the proceeds fr

September 23, 2021 424B3

SUBJECT TO COMPLETION, DATED SEPTEMBER 23, 2021

424B3 1 tm2127998-2424b3.htm 424B3 TABLE OF CONTENTS This preliminary prospectus supplement relates to an effective registration statement under the Securities Act of 1933, but the information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying base prospectus are not an offer to sell and are not soliciting an of

August 3, 2021 EX-10.3

Amendment No. 2 to Non-Competition Agreement, by and between Magnolia Oil & Gas Corporation and EnerVest, Ltd., dated as of June 3

Exhibit 10.3 AMENDMENT NO. 2 TO NON-COMPETITION AGREEMENT This AMENDMENT NO. 2 TO NON-COMPETITION AGREEMENT (this ?Amendment?) is made as of June 30, 2021, by and between EnerVest, Ltd., a Texas limited partnership (?EnerVest?), and Magnolia Oil & Gas Corporation (formerly known as TPG Pace Energy Holdings Corp.), a Delaware corporation (?PubCo?). EnerVest and PubCo may be referred to herein each

August 3, 2021 EX-4.1

First Supplemental Indenture, dated as of April 5, 2021 by and among Magnolia Oil & Gas Corporation, Magnolia Oil & Gas Finance Corp. and Deutsche Bank Trust Company Americas, as trustee (incorporated herein by reference to Exhibit 4.1 filed with the Quarterly Report on Form 10-Q, filed on August 3, 2021 (File No. 001-38083)).

Exhibit 4.1 FIRST SUPPLEMENTAL INDENTURE FIRST SUPPLEMENTAL INDENTURE (this ?Supplemental Indenture?) dated as of April 5, 2021, among (a) Magnolia Oil & Gas Operating LLC, a Delaware limited liability company (the ?Company?), (b) Magnolia Oil & Gas Finance Corp., a Delaware corporation (the ?Co-Issuer?; and together with the Company, the ?Issuers?), (c) Magnolia Oil & Gas Intermediate LLC (f/k/a

August 3, 2021 EX-10.4

Second Amendment to Magnolia Oil & Gas Corporation Long Term Incentive Plan (incorporated herein by reference to Exhibit 10.4 filed with the Quarterly Report on Form 10-Q, filed on August 3, 2021 (File No. 001-38083)).

Exhibit 10.4 Annex B SECOND AMENDMENT TO THE MAGNOLIA OIL & GAS CORPORATION LONG TERM INCENTIVE PLAN Pursuant to the provisions of Section 10 thereof, the Magnolia Oil & Gas Corporation Long Term Incentive Plan, as amended from time to time (the ?Plan?), is hereby amended as follows, effective as of May 4, 2021, subject to the approval of the shareholders of Magnolia Oil & Gas Corporation (the ?Co

August 3, 2021 EX-10.2

Second Amendment to the Services Agreement, by and between Magnolia Oil & Gas Corporation and EnerVest Operating, L

Exhibit 10.2 SECOND AMENDMENT TO SERVICES AGREEMENT This SECOND AMENDMENT TO SERVICES AGREEMENT (this ?Amendment?) is executed and agreed to be effective as of June 14, 2021, by and among Magnolia Oil & Gas Corporation, a Delaware corporation (?Parent?), Magnolia Oil & Gas Operating LLC, a Delaware limited liability company (?Owner?), and EnerVest Operating, L.L.C., a Delaware limited liability co

August 3, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38083 Magnolia Oil & Gas Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 81-5365682 (State or other jurisdiction of incorporation or organization) (I.

August 3, 2021 EX-10.1

Form of 2021 Non-Employee Director Restricted Stock Unit Grant Notice and attached Form of Restricted Stock Unit Agreement under the Magnolia Oil & Gas Corporation Long Term Incentive Plan, as amended (incorporated herein by reference to Exhibit 10.1 filed with the Quarterly Report on Form 10-Q, filed on August 3, 2021 (File No. 001-38083)).

Exhibit 10.1 MAGNOLIA OIL & GAS CORPORATION LONG TERM INCENTIVE PLAN NON-EMPLOYEE DIRECTOR RESTRICTED STOCK UNIT GRANT NOTICE Pursuant to the terms and conditions of the Magnolia Oil & Gas Corporation Long Term Incentive Plan, as amended from time to time (the ?Plan?), Magnolia Oil & Gas Corporation (the ?Company?) hereby grants to the individual listed below (?you? or the ?Participant?) the numbe

August 2, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 2, 2021 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware 001-38083 81-5365682 (State or other jurisdiction of incorporation) (Comm

August 2, 2021 EX-99.2

Second Quarter 2021 Earnings Presentation August 3, 2021 Stephen Chazen – Chairman, President & CEO Christopher Stavros – Executive Vice President & CFO Brian Corales – Vice President, Investor Relations Exhibit 99.2 Disclaimer 2 FORWARD LOOKING STAT

Second Quarter 2021 Earnings Presentation August 3, 2021 Stephen Chazen ? Chairman, President & CEO Christopher Stavros ? Executive Vice President & CFO Brian Corales ? Vice President, Investor Relations Exhibit 99.

August 2, 2021 EX-99.1

Magnolia Oil & Gas Corporation Announces Second Quarter 2021 Results

Exhibit 99.1 Magnolia Oil & Gas Corporation Announces Second Quarter 2021 Results HOUSTON, TX, August 2, 2021 - Magnolia Oil & Gas Corporation (?Magnolia,? ?we,? ?our,? or the ?Company?) (NYSE: MGY) today announced its financial and operational results for the second quarter of 2021. Second Quarter 2021 Highlights: (In millions, except per share data) For the Quarter Ended June 30, 2021 Net income

June 21, 2021 SC 13D/A

MGY / Magnolia Oil & Gas Corp / EnerVest, Ltd. - SC 13D/A Activist Investment

OMB APPROVAL OMB Number: Expires: Estimated average burden hours per response . . . . . . UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 7)* Magnolia Oil & Gas Corporation (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 559663109 (CUSIP Number) J. Andrew

May 14, 2021 EX-99.3

Second Amendment to Magnolia Oil & Gas Corporation Long Term Incentive Plan.

Exhibit 99.3 SECOND AMENDMENT TO THE MAGNOLIA OIL & GAS CORPORATION LONG TERM INCENTIVE PLAN ? Pursuant to the provisions of Section 10 thereof, the Magnolia Oil & Gas Corporation Long Term Incentive Plan, as amended from time to time (the ?Plan?), is hereby amended as follows, effective as of May 4, 2021, subject to the approval of the shareholders of Magnolia Oil & Gas Corporation (the ?Company?

May 14, 2021 S-8

As Filed with the Securities and Exchange Commission on May 14, 2021

? As Filed with the Securities and Exchange Commission on May 14, 2021 Registration No.

May 5, 2021 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38083 Magnolia Oil & Gas Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 81-5365682 (State or other jurisdiction of incorporation or organization) (I.

May 4, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 4, 2021 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware 001-38083 81-5365682 (State or other jurisdiction of incorporation) (Commiss

May 4, 2021 EX-99.2

First Quarter 2021 Earnings Presentation May 5, 2021 Stephen Chazen – Chairman, President & CEO Christopher Stavros – Executive Vice President & CFO Brian Corales – Vice President, Investor Relations Disclaimer 2 FORWARD LOOKING STATEMENTS The inform

First Quarter 2021 Earnings Presentation May 5, 2021 Stephen Chazen ? Chairman, President & CEO Christopher Stavros ? Executive Vice President & CFO Brian Corales ? Vice President, Investor Relations Disclaimer 2 FORWARD LOOKING STATEMENTS The information in this presentation and the oral statements made in connection therewith include ?forward-looking statements? within the meaning of Section 27A of the Securities Act of 1933, as amended (the ?Securities Act?), and Section 21E of the Securities Exchange Act of 1934, as amended.

May 4, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Submission of Matters to a Vote of Security Holders

? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 4, 2021 ? ? ? Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) ? ? ? Delaware 001-38083 81-5365682 (State or other jurisdiction of incorpora

May 4, 2021 EX-99.1

Magnolia Oil & Gas Corporation Announces First Quarter 2021 Results

Magnolia Oil & Gas Corporation Announces First Quarter 2021 Results HOUSTON, TX, May 4, 2021 - Magnolia Oil & Gas Corporation (“Magnolia,” “we,” “our,” or the “Company”) (NYSE: MGY) today announced its financial and operational results for the first quarter of 2021.

March 24, 2021 DEFA14A

- DEFA14A

DEFA14A 1 mgy-20210504xdefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ⌧ Filed by a Party other than the Registrant ◻ Check the appropriate box: ◻ Preliminary Proxy Statement ◻ Confidential, for Use of the Commission Only

March 19, 2021 DEFA14A

- DEFA14A

DEFA14A 1 mgy-20210504xdefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ⌧ Filed by a Party other than the Registrant ◻ Check the appropriate box: ◻ Preliminary Proxy Statement ◻ Confidential, for Use of the Commission Only

March 19, 2021 DEF 14A

- DEF 14A

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

March 10, 2021 SC 13D/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 _______________ SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 6)* ______________ Magnolia Oil & Gas Corporation (Name of Issuer) Class A Common Stock, par

OMB APPROVAL OMB Number: Expires: Estimated average burden hours per response . . . . . . UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 6)* Magnolia Oil & Gas Corporation (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 559663109 (CUSIP Number) J. Andrew

March 5, 2021 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 2, 2021 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware 001-38083 81-5365682 (State or other jurisdiction of incorporation) (Commi

March 5, 2021 EX-1.1

Underwriting Agreement, dated as of March 2, 2021, by and among Magnolia Oil & Gas Corporation, certain selling stockholders, and Credit Suisse Securities (USA) LLC and Citigroup Global Markets Inc., as representatives of the several underwriters named therein.

EX-1.1 2 d115579dex11.htm EX-1.1 Exhibit 1.1 Execution Version MAGNOLIA OIL & GAS CORPORATION 17,000,000 Shares of Class A Common Stock UNDERWRITING AGREEMENT March 2, 2021 CREDIT SUISSE SECURITIES (USA) LLC, CITIGROUP GLOBAL MARKETS INC., As Representatives of the Underwriters, c/o Credit Suisse Securities (USA) LLC Eleven Madison Avenue, New York, N.Y. 10010-3629 c/o Citigroup Global Markets Inc

March 4, 2021 424B3

17,000,000 Shares Magnolia Oil & Gas Corporation Class A Common Stock

Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-226795 PROSPECTUS SUPPLEMENT (to Prospectus dated August 30, 2018) 17,000,000 Shares Magnolia Oil & Gas Corporation Class A Common Stock The selling stockholders are offering an aggregate 17,000,000 shares of our Class A Common Stock, par value $0.0001 (the ?Class A Common Stock?). We will not receive any of the proceeds from

March 2, 2021 424B3

SUBJECT TO COMPLETION, DATED MARCH 2, 2021

Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-226795 This preliminary prospectus supplement relates to an effective registration statement under the Securities Act of 1933, but the information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying base prospectus are not an offer to sell an

February 23, 2021 EX-24.1

Power of Attorney.

Exhibit 24.1 MAGNOLIA OIL & GAS CORPORATION POWER OF ATTORNEY Each person whose signature appears below hereby constitutes and appoints Stephen Chazen, Christopher Stavros, Timothy Yang and Valerie Chase, or any of them, each with power to act without the other, his true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for him and in his name, place and st

February 23, 2021 EX-10.25

(incorporated herein by reference to Exhibit 10.25 filed with the Annual Report on Form 10-K, filed on February 23, 2021 (File No. 001-38083))

EXHIBIT 10.25 FIRST AMENDMENT TO THE MAGNOLIA OIL & GAS CORPORATION LONG TERM INCENTIVE PLAN Pursuant to the provisions of Section 10 thereof, the Magnolia Oil & Gas Corporation Long Term Incentive Plan (the ?Plan?) is hereby amended as follows, effective as of February 18, 2021: 1. Section 6(g) of the Plan is hereby deleted and replaced in its entirety with the following: (g) Dividend Equivalents

February 23, 2021 EX-99.1

Summary Report of Miller and Lents, Ltd., dated as of January 15, 2021, for proved reserves as of December 31, 2020.

January 15, 2021 Mr. Peter Corbeil Director, Reserves Magnolia Oil & Gas Operating LLC Nine Greenway Plaza, Suite 1300 Houston, Texas 77046 Re: Magnolia Oil & Gas Operating LLC Proved Reserves and Future Net Revenues As of December 31, 2020 SEC Reserves Case Mr. Corbeil: At your request, Miller and Lents, Ltd. (M&L) performed an evaluation of the proved reserves and future net revenues attributabl

February 23, 2021 EX-10.26

Form of 2021 Restricted Stock Unit Grant Notice and attached Restricted Stock Unit Agreement under the Magnolia Oil & Gas Corporation Long Term Incentive Plan

EXHIBIT 10.26 MAGNOLIA OIL & GAS CORPORATION LONG TERM INCENTIVE PLAN RESTRICTED STOCK UNIT GRANT NOTICE Pursuant to the terms and conditions of the Magnolia Oil & Gas Corporation Long Term Incentive Plan, as amended from time to time (the ?Plan?), Magnolia Oil & Gas Corporation (the ?Company?) hereby grants to the individual listed below (?you? or the ?Participant?) the number of Restricted Stock

February 23, 2021 10-K

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38083 Magnolia Oil & Gas Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 81-5365682 (State or other jurisdiction of incorporation or organization) (I.

February 23, 2021 EX-21.1

Subsidiaries of Magnolia Oil and Gas Corporation.

Exhibit 21.1 MAGNOLIA OIL & GAS CORPORATION Subsidiaries Company Jurisdiction of Organization Magnolia Oil & Gas Parent LLC Delaware Magnolia Oil & Gas Intermediate LLC Delaware Magnolia Oil & Gas Operating LLC Delaware Magnolia Oil & Gas Finance Corp. Delaware MGY Louisiana LLC Delaware Highlander Oil & Gas LLC Delaware Highlander Oil & Gas Asset LLC Delaware

February 23, 2021 EX-10.28

Form of 2021 Performance Restricted Stock Unit (Cliff Vesting) Grant Notice and attached Performance Restricted Stock Unit Agreement under Magnolia Oil & Gas Corporation Long Term Incentive Plan (incorporated herein by reference to Exhibit 10.28 filed with the Annual Report on Form 10-K, filed on February 23, 2021 (File No. 001-38083)).

EXHIBIT 10.28 MAGNOLIA OIL & GAS CORPORATION LONG TERM INCENTIVE PLAN PERFORMANCE RESTRICTED STOCK UNIT GRANT NOTICE Pursuant to the terms and conditions of the Magnolia Oil & Gas Corporation Long Term Incentive Plan, as amended from time to time (the ?Plan?), Magnolia Oil & Gas Corporation (the ?Company?) hereby grants to the individual listed below (?you? or the ?Participant?) the number of Perf

February 23, 2021 EX-10.8

Amendment No. 1 to Non-Competition Agreement, by and between Magnolia Oil & Gas Corporation and EnerVest, Ltd., dated as of January 29, 2021.

10.8 Execution Version AMENDMENT NO. 1 TO NON-COMPETITION AGREEMENT This Amendment No. 1 TO NON-COMPETITION AGREEMENT (this ?Amendment?) is made as of January 29, 2021, by and between EnerVest, Ltd., a Texas limited partnership (?EnerVest?), and Magnolia Oil & Gas Corporation (formerly known as TPG Pace Energy Holdings Corp.), a Delaware corporation (?PubCo?). EnerVest and PubCo may be referred to

February 23, 2021 EX-10.2

Borrowing Base Redetermination Agreement and Amendment No. 1 to Credit Agreement, dated as of November 30, 2018, by and among Magnolia Oil & Gas Operating LLC, Magnolia Oil & Gas Intermediate LLC, the lenders from time to time party thereto, Citibank, N.A., as administrative agent and collateral agent as the swingline lender and an issuing bank and each other issuing bank from time to time party thereto (incorporated herein by reference to Exhibit 10.2 filed with the Annual Report on Form 10-K, filed on February 23, 2021 (File No. 001-38083)).

Exhibit 10.2 Execution Version BORROWING BASE REDETERMINATION AGREEMENT AND AMENDMENT NO. 1 This BORROWING BASE REDETERMINATION AGREEMENT AND AMENDMENT NO. 1 (herein called this ?Agreement?) is made as of November 30, 2018 by and among Magnolia Oil & Gas Intermediate LLC, a Delaware limited liability company (?Holdings?), Magnolia Oil & Gas Operating LLC, a Delaware limited liability company (the

February 23, 2021 EX-10.27

Form of 2021 Performance Restricted Stock Unit (Ratable Vesting) Grant Notice and attached Performance Restricted Stock Unit Agreement under Magnolia Oil & Gas Corporation Long Term Incentive Plan (incorporated herein by reference to Exhibit 10.27 filed with the Annual Report on Form 10-K, filed on February 23, 2021 (File No. 001-38083)).

EXHIBIT 10.27 MAGNOLIA OIL & GAS CORPORATION LONG TERM INCENTIVE PLAN PERFORMANCE RESTRICTED STOCK UNIT GRANT NOTICE Pursuant to the terms and conditions of the Magnolia Oil & Gas Corporation Long Term Incentive Plan, as amended from time to time (the ?Plan?), Magnolia Oil & Gas Corporation (the ?Company?) hereby grants to the individual listed below (?you? or the ?Participant?) the number of Perf

February 22, 2021 EX-99.1

Magnolia Oil & Gas Corporation Announces 2020 Fourth Quarter and Year-End Results

Exhibit 99.1 Magnolia Oil & Gas Corporation Announces 2020 Fourth Quarter and Year-End Results HOUSTON, TX, February 22, 2021 - Magnolia Oil & Gas Corporation (“Magnolia,” “we,” “our,” or the “Company”) (NYSE: MGY) today announced its financial and operational results for the fourth quarter and full year 2020. Fourth Quarter Summary Financial Results: (In millions, except per share data) For the Q

February 22, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 22, 2021 ? ? ? Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) ? ? ? Delaware 001-38083 81-5365682 (State or other jurisdiction of inc

February 22, 2021 EX-99.2

Fourth Quarter 2020 Earnings Presentation February 23, 2021 Stephen Chazen – Chairman, President & CEO Christopher Stavros – Executive Vice President & CFO Brian Corales – Vice President, Investor Relations Magnolia Oil & Gas – 4Q and Full Year 2020

Exhibit 99.2 Fourth Quarter 2020 Earnings Presentation February 23, 2021 Stephen Chazen – Chairman, President & CEO Christopher Stavros – Executive Vice President & CFO Brian Corales – Vice President, Investor Relations Disclaimer 2 FORWARD LOOKING STATEMENTS The information in this presentation and the oral statements made in connection therewith include “forward-looking statements” within the me

February 10, 2021 SC 13G/A

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2)*

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2)* Name of issuer: Magnolia Oil & Gas Corp. Class A Title of Class of Securities: Common Stock CUSIP Number: 559663109 Date of Event Which Requires Filing of this Statement: December 31, 2020 Check the appropriate box to designate the rule pursuant to which this Schedul

February 4, 2021 SC 13G/A

SCHEDULE 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Magnolia Oil & Gas Corp (Name of Issuer) Common Stock (Title of Class of Securities) 559663109 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which thi

November 6, 2020 EX-10.1

Borrowing Base Redetermination Agreement and Amendment No. 2 to Credit Agreement, dated as of October 15, 2020, by and among Magnolia Oil & Gas Operating LLC, Magnolia Oil & Gas Intermediate LLC, the lenders from time to time party thereto, Citibank, N.A., as administrative agent and collateral agent as the swingline lender and an issuing bank and each other issuing bank from time to time party thereto (incorporated herein by reference to Exhibit 10.1 filed with the Quarterly Report on Form 10-Q, filed on November 6, 2020 (File No. 001-38083)).

Exhibit 10.1 EXECUTION VERSION BORROWING BASE REDETERMINATION AGREEMENT AND AMENDMENT NO. 2 TO CREDIT AGREEMENT This BORROWING BASE REDETERMINATION AGREEMENT AND AMENDMENT NO. 2 TO CREDIT AGREEMENT, dated as of October 15, 2020 (this “Amendment”), is entered into among MAGNOLIA OIL & GAS OPERATING LLC, a Delaware limited liability company (the “Borrower”), MAGNOLIA OIL & GAS INTERMEDIATE LLC, a De

November 6, 2020 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38083 Magnolia Oil & Gas Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 81-5365682 (State or other jurisdiction of incorporation or organization) (I.

November 5, 2020 EX-99.1

Magnolia Oil & Gas Corporation Announces Third Quarter 2020 Results

Magnolia Oil & Gas Corporation Announces Third Quarter 2020 Results HOUSTON, TX, November 5, 2020 - Magnolia Oil & Gas Corporation (“Magnolia,” “we,” “our,” or the “Company”) (NYSE: MGY) today announced its financial and operational results for the third quarter of 2020.

November 5, 2020 EX-99.2

Third Quarter 2020 Earnings Presentation November 5, 2020 Stephen Chazen – Chairman, President & CEO Christopher Stavros – Executive Vice President & CFO Brian Corales – Vice President, Investor Relations Magnolia Oil & Gas – 3Q 2020 Highlights 3 • G

Exhibit 99.2 Third Quarter 2020 Earnings Presentation November 5, 2020 Stephen Chazen – Chairman, President & CEO Christopher Stavros – Executive Vice President & CFO Brian Corales – Vice President, Investor Relations Disclaimer 2 FORWARD LOOKING STATEMENTS The information in this presentation and the oral statements made in connection therewith include “forward-looking statements” within the mean

November 5, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 5, 2020 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware 001-38083 81-5365682 (State or other jurisdiction of incorporation) (Co

October 13, 2020 CORRESP

-

October 13, 2020 Securities and Exchange Commission Division of Corporation Finance 100 F.

September 25, 2020 CORRESP

-

September 25, 2020 Securities and Exchange Commission Division of Corporation Finance 100 F.

August 6, 2020 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38083 Magnolia Oil & Gas Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 81-5365682 (State or other jurisdiction of incorporation or organization) (I.

August 5, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 5, 2020 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware 001-38083 81-5365682 (State or other jurisdiction of incorporation) (Comm

August 5, 2020 EX-99.2

Second Quarter 2020 Earnings Presentation August 5, 2020 Stephen Chazen – Chairman, President & CEO Christopher Stavros – Executive Vice President & CFO Brian Corales – Vice President, Investor Relations Magnolia Oil & Gas – Second Quarter 2020 Highl

Exhibit 99.2 Second Quarter 2020 Earnings Presentation August 5, 2020 Stephen Chazen – Chairman, President & CEO Christopher Stavros – Executive Vice President & CFO Brian Corales – Vice President, Investor Relations Disclaimer 2 FORWARD LOOKING STATEMENTS The information in this presentation and the oral statements made in connection therewith include “forward-looking statements” within the meani

August 5, 2020 EX-99.1

Magnolia Oil & Gas Corporation Announces Second Quarter 2020 Results

Exhibit 99.1 Magnolia Oil & Gas Corporation Announces Second Quarter 2020 Results HOUSTON, TX, August 5, 2020 - Magnolia Oil & Gas Corporation (“Magnolia,” “we,” “our,” or the “Company”) (NYSE: MGY) today announced its financial and operational results for the second quarter of 2020. Second Quarter 2020 Highlights: • Magnolia reported a second quarter 2020 net loss of $29.4 million and net loss at

August 3, 2020 8-K

Termination of a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 1, 2020 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware 001-38083 81-5365682 (State or other jurisdiction of incorporation) (Comm

May 11, 2020 EX-10.1

Form of 2020 Non-Employee Director Restricted Stock Unit Grant Notice and attached Restricted Stock Unit Agreement under the Magnolia Oil & Gas Corporation Long Term Incentive Plan (incorporated herein by reference to Exhibit 10.1 filed with the Quarterly Report on Form 10-Q, filed on May 11, 2020 (File No. 001-38083)).

Exhibit 10.1 MAGNOLIA OIL & GAS CORPORATION LONG TERM INCENTIVE PLAN NON-EMPLOYEE DIRECTOR RESTRICTED STOCK UNIT GRANT NOTICE Pursuant to the terms and conditions of the Magnolia Oil & Gas Corporation Long Term Incentive Plan, as amended from time to time (the “Plan”), Magnolia Oil & Gas Corporation (the “Company”) hereby grants to the individual listed below (“you” or the “Participant”) the numbe

May 11, 2020 EX-99.2

First Quarter 2020 Earnings Presentation May 11, 2020 Stephen I. Chazen – Chairman, President & CEO Christopher Stavros – Executive Vice President & CFO Brian Corales – Vice President, Investor Relations Magnolia Oil & Gas – First Quarter 2020 Highli

Exhibit 99.2 First Quarter 2020 Earnings Presentation May 11, 2020 Stephen I. Chazen – Chairman, President & CEO Christopher Stavros – Executive Vice President & CFO Brian Corales – Vice President, Investor Relations Disclaimer 2 FORWARD LOOKING STATEMENTS The information in this presentation and the oral statements made in connection therewith include “forward-looking statements” within the meani

May 11, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 11, 2020 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware 001-38083 81-5365682 (State or other jurisdiction of incorporation) (Commis

May 11, 2020 EX-10.3

First Amendment to Services Agreement, by and between Magnolia Oil & Gas Corporation and EnerVest Operating LLC, dated as of May 1, 2020 (incorporated herein by reference to Exhibit 10.3 filed with the Quarterly Report on Form 10-Q, filed on May 11, 2020 (File No. 001-38083)).

Exhibit 10.3 FIRST AMENDMENT TO SERVICES AGREEMENT This FIRST AMENDMENT TO SERVICES AGREEMENT (this “Amendment”) is executed and agreed to effective as of May 1, 2020, by and among Magnolia Oil & Gas Corporation (formerly known as TPG Pace Energy Holdings Corp.), a Delaware corporation (“Parent”), Magnolia Oil & Gas Operating LLC (formerly known as TPG Pace Energy Operating LLC), a Delaware limite

May 11, 2020 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38083 Magnolia Oil & Gas Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 81-5365682 (State or other jurisdiction of incorporation or organization) (I.

May 11, 2020 EX-10.2

Magnolia Oil & Gas Corporation Stock Purchase Program (incorporated herein by reference to Exhibit 10.2 filed with the Quarterly Report on Form 10-Q, filed on May 11, 2020 (File No. 001-38083)).

Exhibit 10.2 Magnolia Oil & Gas Corporation Stock Purchase Program 1. Purpose. This Magnolia Oil & Gas Corporation Stock Purchase Program (this “SPP”), effective as of May 1, 2020, is a sub-plan pursuant to Section 6(h) of the Magnolia Oil & Gas Corporation Long Term Incentive Plan, as it may be amended from time to time (the “LTIP”), and is intended to provide employees of Magnolia Oil & Gas Corp

May 11, 2020 EX-99.1

Magnolia Oil & Gas Corporation Announces First Quarter 2020 Results

Exhibit 99.1 Magnolia Oil & Gas Corporation Announces First Quarter 2020 Results HOUSTON, TX, May 11, 2020 - Magnolia Oil & Gas Corporation (“Magnolia,” “we,” “our,” or the “Company”) (NYSE: MGY) today announced its financial and operational results for the first quarter of 2020. First Quarter 2020 Highlights: · Magnolia reported a first quarter 2020 net loss of $1.9 billion and net loss attributa

May 5, 2020 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 4, 2020 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware 001-38083 81-5365682 (State or other jurisdiction of incorporation) (Commiss

April 15, 2020 DEFA14A

MGY / Magnolia Oil & Gas Corp DEFA14A - - DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐Preliminary Proxy Statement ☐Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐Definiti

March 24, 2020 EX-99.1

Magnolia Oil & Gas Provides Update on Current Operations

Exhibit 99.1 Magnolia Oil & Gas Provides Update on Current Operations Houston – March 24, 2020 – Magnolia Oil & Gas Corporation (“Magnolia” or the “Company”) (NYSE: MGY) today provided an update to its operations and first quarter guidance in response to recent product price and market volatility. Operational Update Magnolia’s business model prioritizes free cash flow, financial stability, and pru

March 24, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 24, 2020 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware 001-38083 81-5365682 (State or other jurisdiction of incorporation) (Comm

March 20, 2020 DEF 14A

MGY / Magnolia Oil & Gas Corp DEF 14A - - DEF 14A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14

March 20, 2020 DEFA14A

MGY / Magnolia Oil & Gas Corp DEFA14A - - DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a‑6(e)(2)) ☐ Defin

February 26, 2020 EX-21.1

Subsidiaries of Magnolia Oil and Gas Corporation.

EX-21.1 5 exhibit211subsidiaries.htm EXHIBIT 21.1 Exhibit 21.1 MAGNOLIA OIL & GAS CORPORATION Subsidiaries Company Jurisdiction of Organization Magnolia Oil & Gas Parent LLC Delaware Magnolia Oil & Gas Intermediate LLC Delaware Magnolia Oil & Gas Operating LLC Delaware Magnolia Oil & Gas Finance Corp. Delaware MGY Louisiana LLC Delaware Highlander Oil & Gas LLC Delaware Highlander Oil & Gas Asset

February 26, 2020 EX-24.1

Power of Attorney.

Exhibit 24.1 MAGNOLIA OIL & GAS CORPORATION POWER OF ATTORNEY Each person whose signature appears below hereby constitutes and appoints Stephen Chazen, Christopher Stavros, Timothy Yang and Valerie Chase, or any of them, each with power to act without the other, his true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for him and in his name, place and st

February 26, 2020 EX-99.1

Summary Report of Miller and Lents, Ltd., dated as of January 29, 2020, for proved reserves as of December 31, 2019.

exhibit991mlsummaryrepor Exhibit 99.1 January 29, 2020 Mr. Peter Corbeil Director, Reserves Magnolia Oil & Gas Operating LLC Nine Greenway Plaza, Suite 1300 Houston, Texas 77046 Re: Magnolia Oil & Gas Operating LLC Proved Reserves and Future Net Revenues As of December 31, 2019 SEC Reserves Case Mr. Corbeil: At your request, Miller and Lents, Ltd. (M&L) performed an evaluation of the proved reserv

February 26, 2020 EX-4.6

Description of Securities Registered Under Section 12 of the Securities Exchange Act of 1934, as amended (incorporated herein by reference to Exhibit 4.6 filed with the Annual Report on Form 10-K, filed on February 26, 2020 (File No. 001-38083)).

Exhibit 4.6 DESCRIPTION OF CAPITAL STOCK The following summary of certain material provisions of Magnolia Oil & Gas Corporation’s (“we,” “us” and “our”) common stock (as defined below) and preferred stock does not purport to be complete and is subject to and qualified by reference to our second amended and restated certificate of incorporation (our “Second Amended and Restated Charter”), and our b

February 26, 2020 EX-10.18

Form of 2020 Performance Share Unit Grant Notice and attached Performance Share Unit Agreement under Magnolia Oil & Gas Corporation Long Term Incentive Plan (incorporated herein by reference to Exhibit 10.18 filed with the Annual Report on Form 10-K, filed on February 26, 2020 (File No. 001-38083)).

Exhibit 10.18 MAGNOLIA OIL & GAS CORPORATION LONG TERM INCENTIVE PLAN PERFORMANCE SHARE UNIT GRANT NOTICE Pursuant to the terms and conditions of the Magnolia Oil & Gas Corporation Long Term Incentive Plan, as amended from time to time (the “Plan”), Magnolia Oil & Gas Corporation (the “Company”) hereby grants to the individual listed below (“you” or the “Participant”) the number of Performance Sha

February 26, 2020 EX-10.17

Form of 2020 Restricted Stock Unit Grant Notice and attached Restricted Stock Unit Agreement under the Magnolia Oil & Gas Corporation Long Term Incentive Plan (incorporated herein by reference to Exhibit 10.17 filed with the Annual Report on Form 10-K, filed on February 26, 2020 (File No. 001-38083)).

Exhibit 10.17 MAGNOLIA OIL & GAS CORPORATION LONG TERM INCENTIVE PLAN RESTRICTED STOCK UNIT GRANT NOTICE Pursuant to the terms and conditions of the Magnolia Oil & Gas Corporation Long Term Incentive Plan, as amended from time to time (the “Plan”), Magnolia Oil & Gas Corporation (the “Company”) hereby grants to the individual listed below (“you” or the “Participant”) the number of Restricted Stock

February 26, 2020 10-K

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the year ended December 31, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38083 Magnolia Oil & Gas Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 81-5365682 (State or other jurisdiction of incorporation or organization) (I.

February 19, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 19, 2020 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware 001-38083 81-5365682 (State or other jurisdiction of incorporation) (C

February 19, 2020 EX-99.1

Magnolia Oil & Gas Corporation Announces Fourth Quarter and 2019 Year-End Results

Exhibit 99.1 Magnolia Oil & Gas Corporation Announces Fourth Quarter and 2019 Year-End Results HOUSTON, TX, February 19, 2020 - Magnolia Oil & Gas Corporation (“Magnolia,” “we,” “our,” or the “Company”) (NYSE: MGY) today announced its financial and operational results for the fourth quarter and full year 2019. 2019 Accomplishments: · Total drilling and completions ("D&C") capital for 2019 was 60 p

February 19, 2020 EX-99.2

Fourth Quarter 2019 Earnings Presentation February 19, 2020 Stephen I. Chazen – Chairman, President & CEO Christopher Stavros – Executive Vice President & CFO Brian Corales – Vice President, Investor Relations Disclaimer 2 FORWARD LOOKING STATEMENTS

EX-99.2 3 ex-99d2.htm EX-99.2 Exhibit 99.2 Fourth Quarter 2019 Earnings Presentation February 19, 2020 Stephen I. Chazen – Chairman, President & CEO Christopher Stavros – Executive Vice President & CFO Brian Corales – Vice President, Investor Relations Disclaimer 2 FORWARD LOOKING STATEMENTS The information in this presentation and the oral statements made in connection therewith include “forward-

February 13, 2020 SC 13G/A

MGY / Magnolia Oil & Gas Corp / TPG Group Holdings (SBS) Advisors, Inc. - AMENDMENT TO FORM SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Magnolia Oil & Gas Corporation (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 559663109 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box

February 12, 2020 SC 13G/A

MGY / Magnolia Oil & Gas Corp / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1)* Name of issuer: Magnolia Oil & Gas Corp Title of Class of Securities: Common Stock CUSIP Number: 559663109 Date of Event Which Requires Filing of this Statement: December 31, 2019 Check the appropriate box to designate the rule pursuant to which this Schedule is file

January 28, 2020 SC 13G

MGY / Magnolia Oil & Gas Corp / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Magnolia Oil & Gas (Name of Issuer) Common Stock (Title of Class of Securities) 559663109 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sched

December 19, 2019 SC 13D/A

MGY / Magnolia Oil & Gas Corp / Enervest, Ltd. - SC 13D/A Activist Investment

OMB APPROVAL OMB Number: Expires: Estimated average burden hours per response . . . . . . UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 5)* Magnolia Oil & Gas Corporation (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 559663109 (CUSIP Number) J. Andrew

November 12, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 12, 2019 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware 001-38083 81-5365682 (State or other jurisdiction of incorporation) (C

November 12, 2019 EX-99.1

Magnolia Oil & Gas Corporation Investor Presentation – November 2019 Disclaimer 2 FORWARD LOOKING STATEMENTS The information in this presentation and the oral statements made in connection therewith include “forward-looking statements” within the mea

Exhibit 99.1 Magnolia Oil & Gas Corporation Investor Presentation – November 2019 Disclaimer 2 FORWARD LOOKING STATEMENTS The information in this presentation and the oral statements made in connection therewith include “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1

November 5, 2019 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38083 Magnolia Oil & Gas Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 81-5365682 (State or other jurisdiction of incorporation or organization) (I.

November 4, 2019 EX-99.1

Magnolia Oil & Gas Corporation Announces Third Quarter 2019 Results

EX-99.1 2 ex-99d1.htm EX-99.1 Magnolia Oil & Gas Corporation Announces Third Quarter 2019 Results HOUSTON, TX, November 4, 2019 - Magnolia Oil & Gas Corporation (“Magnolia,” “we,” “our,” or the “Company”) (NYSE: MGY) today announced its financial and operational results for the third quarter of 2019. Third Quarter 2019 Summary Financial Results: · Total reported net income: $17.4 million · Earning

November 4, 2019 EX-99.2

Third Quarter 2019 Earnings Presentation November 4, 2019 Stephen I. Chazen – Chairman, President & CEO Christopher Stavros – Executive Vice President & CFO Brian Corales – Vice President, Investor Relations

Exhibit 99.2 Third Quarter 2019 Earnings Presentation November 4, 2019 Stephen I. Chazen – Chairman, President & CEO Christopher Stavros – Executive Vice President & CFO Brian Corales – Vice President, Investor Relations Disclaimer FORWARD LOOKING STATEMENTS The information in this presentation and the oral statements made in connection therewith include “forward-looking statements” within the mea

November 4, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 4, 2019 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware 001-38083 81-5365682 (State or other jurisdiction of incorporation) (Co

August 8, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 8, 2019 Magnolia Oil & Gas Corporation (Exact name of registrant as specified in its charter) Delaware 001-38083 81-5365682 (State or other jurisdiction of incorporation) (Comm

August 8, 2019 EX-99.1

Magnolia Oil & Gas Corporation Investor Presentation – August 2019

Exhibit 99.1 Magnolia Oil & Gas Corporation Investor Presentation – August 2019 Disclaimer 2 FORWARD LOOKING STATEMENTS The information in this presentation and the oral statements made in connection therewith include “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 193

August 7, 2019 EX-10.1

Form of 2019 Non-Employee Director Restricted Stock Unit Grant Notice and attached Restricted Stock Unit Agreement under the Magnolia Oil & Gas Corporation Long Term Incentive Plan (incorporated herein by reference to Exhibit 10.1 filed with the Quarterly Report on Form 10-Q, filed on August 7, 2019 (File No. 001-38083)).

MAGNOLIA OIL & GAS CORPORATION LONG TERM INCENTIVE PLAN NON-EMPLOYEE DIRECTOR RESTRICTED STOCK UNIT GRANT NOTICE Pursuant to the terms and conditions of the Magnolia Oil & Gas Corporation Long Term Incentive Plan, as amended from time to time (the “Plan”), Magnolia Oil & Gas Corporation (the “Company”) hereby grants to the individual listed below (“you” or the “Participant”) the number of Restricted Stock Units (“RSUs”) set forth below in this Restricted Stock Unit Grant Notice (this “Grant Notice”).

August 7, 2019 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38083 Magnolia Oil & Gas Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 81-5365682 (State or other jurisdiction of incorporation or organization) (I.

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