1 unchanged sentence
Trading Arrangements
−Removed: During the three months ended March 31, 2026, no director or officer of Magnolia adopted , modified, or terminated any Rule 10b5–1 trading arrangement or any non-Rule 10b5-1 trading arrangement, as each term is defined in Item 408(a) and (c) of Regulation S-K.
+Added: During the three months ended June 30, 2026, no director or officer of Magnolia adopted , modified, or terminated any Rule 10b5–1 trading arrangement or any non-Rule 10b5-1 trading arrangement, as each term is defined in Item 408(a) and (c) of Regulation S-K.
The following exhibits are filed as part of, or incorporated by reference into, this Quarterly Report on Form 10-Q:
Number Description
+Added: 2.1*† Purchase and Sale Agreement, dated as of July 19, 2026 by and among Magnolia Oil & Gas Corporation and Magnolia Oil & Gas Operating LLC, as buyers, and WildFire Energy I LLC, as seller (incorporated herein by reference to Exhibit 2.1 file with the Current Report on Form 8-K filed on July 20, 2026 (File No.
3.1* Second Amended and Restated Certificate of Incorporation of the Company, dated as of July 31, 2018 (incorporated herein by reference to Exhibit 3.1 filed with the Current Report on Form 8-K filed on August 6, 2018 (File No.
1 unchanged sentence
333-217338)).
−Removed: 10.1* Form of 2026 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 12, 2026 (File No.
−Removed: 10.2* Form of 2026 Performance Share Unit Grant Notice and attached Performance Share Unit Agreement under the Magnolia Oil & Gas Corporation Long Term Incentive Plan and Amendment to Certain Outstanding Performance Share Units (incorporated herein by reference to Exhibit 10.23 filed with the Annual Report on Form 10-K, filed on February 12, 2026 (File No.
+Added: 4.1* Indenture, dated as of August 5, 2026, by and among Magnolia Oil & Gas Operating LLC, Magnolia Oil & Gas Finance Corp., the Guarantors named therein and Regions Bank, as trustee (incorporated herein by reference to Exhibit 4.1 file with the Current Report on Form 8-K filed on August 5, 2026 (File No.
+Added: 10.1* Third Amended and Restated Credit Agreement, dated as of July 19, 2026, 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 (incorporated herein by reference to Exhibit 10.1 file with the Current Report on Form 8-K filed on July 20, 2026 (File No.
31.1** Certification of Chief Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
12 unchanged sentences
*** Furnished herewith.
+Added: † Certain schedules and exhibits have been omitted pursuant to Item 601(b)(2) of Regulation S-K.
+Added: A copy of any omitted schedule or exhibit will be furnished supplemental to the SEC upon request.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
MAGNOLIA OIL & GAS CORPORATION
−Removed: May 7, 2026 By:
+Added: August 6, 2026 By:
/s/ Christopher Stavros
1 unchanged sentence
Chief Executive Officer (Principal Executive Officer)
−Removed: May 7, 2026 By:
+Added: August 6, 2026 By:
/s/ Brian Corales
2 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.