Magnite, Inc. Announces Annual Meeting of Stockholders on June 12, 2024

TL;DR

<b>Magnite, Inc. will hold its virtual annual meeting on June 12, 2024, to elect directors, ratify auditors, and vote on executive compensation.</b>

AI Summary

MAGNITE, INC. (MGNI) filed a Proxy Statement (DEF 14A) with the SEC on April 26, 2024. Magnite, Inc. will hold its annual stockholders meeting virtually on June 12, 2024, at 12:00 p.m. Eastern time. The meeting agenda includes the election of three Class I directors, ratification of Deloitte & Touche LLP as independent auditors, and advisory approval of executive compensation. Stockholders of record as of April 15, 2024, are entitled to vote. The meeting will be conducted via live webcast, with participation details provided via a specific URL. No in-person attendance will be permitted.

Why It Matters

For investors and stakeholders tracking MAGNITE, INC., this filing contains several important signals. This proxy statement outlines the key proposals and procedures for the annual meeting, allowing shareholders to exercise their voting rights on corporate governance matters. The virtual format necessitates specific instructions for participation and voting, ensuring all eligible shareholders can engage despite the lack of physical attendance.

Risk Assessment

Risk Level: low — MAGNITE, INC. shows low risk based on this filing. The filing is a routine proxy statement with no new financial disclosures or significant strategic shifts, indicating low immediate risk.

Analyst Insight

Shareholders should review the proposals, particularly director elections and executive compensation, and vote accordingly before the June 12, 2024 meeting.

Key Numbers

• June 12, 2024 — Annual Meeting Date (Date of the annual meeting of stockholders)
• 12:00 p.m. Eastern time — Meeting Time (Time of the annual meeting)
• April 15, 2024 — Record Date (Date to determine stockholders entitled to vote)
• 3 — Class I Directors (Number of directors to be elected)

Key Players & Entities

• MAGNITE, INC. (company) — Registrant
• Deloitte & Touche LLP (company) — Independent registered public accounting firm
• June 12, 2024 (date) — Annual meeting date
• April 15, 2024 (date) — Record date for voting eligibility
• 212-243-2769 (phone) — Business phone number
• 1250 BROADWAY (address) — Business address street 1
• NEW YORK (location) — Business address city
• NY (location) — Business address state

FAQ

Risk Factors

• General Disclosure Requirements [low — regulatory]: The filing must comply with SEC regulations for proxy statements, including disclosure of all material information relevant to stockholder voting decisions.

Key Dates

• 2024-06-12: Annual Meeting of Stockholders — Key date for voting on corporate matters and director elections.
• 2024-04-15: Record Date — Determines eligibility to vote at the annual meeting.
• 2024-04-26: Filing Date — Date the DEF 14A filing was submitted to the SEC.

Glossary

DEF 14A

Definitive Proxy Statement (Filed by Magnite, Inc. to solicit proxies from stockholders for the annual meeting.)

Class I directors

A class of directors with staggered terms, typically serving three-year periods. (Shareholders will vote on the election of three Class I directors.)

Filing Documents

• mgni-def14a_061224.htm (DEF 14A) — 1508KB
• mgni-def14a_061224img001.gif (GRAPHIC) — 15KB
• mgni-def14a_061224img002.gif (GRAPHIC) — 181KB
• mgni-def14a_061224img003.gif (GRAPHIC) — 143KB
• mgni-def14a_061224img004.gif (GRAPHIC) — 153KB
• mgniproxycard001.jpg (GRAPHIC) — 6KB
• mgniproxycard002.jpg (GRAPHIC) — 0KB
• mgniproxycard003.jpg (GRAPHIC) — 9KB
• mgniproxycard004.jpg (GRAPHIC) — 5KB
• mgniproxycard005.jpg (GRAPHIC) — 0KB
• 0001999371-24-005198.txt (&nbsp;) — 2214KB

From the Filing

DEF 14A 1 mgni-def14a_061224.htm DEFINITIVE PROXY STATEMENT mgni-def14a_061224 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION 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)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material under 240.14a-12 MAGNITE, INC. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check all boxes that apply): No fee required. Fee paid previously with preliminary materials Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 1 Magnite, Inc. 1250 Broadway, 15 th Floor New York, New York 10001 NOTICE OF ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON JUNE 12, 2024 The annual meeting of stockholders of Magnite, Inc. (the "Company") will be held on Wednesday, June 12, 2024, at 12:00 p.m. Eastern time, to consider and act upon the matters described below. This year's annual meeting will be a virtual meeting via live webcast on the Internet. You will be able to attend the annual meeting, view the list of our registered stockholders, vote and submit your questions during the meeting by visiting https://web.lumiconnect.com/293659257 and entering the control number included on the Notice of Internet Availability or the proxy card or voting instruction form (if you received a printed copy of the proxy materials) that you receive. Beneficial owners should review the proxy materials and their voting instruction form or Notice of Internet Availability for information about how to vote in advance of and how to participate in the meeting. You will not be able to attend the annual meeting in person. 1. Election of three Class I directors to serve until the Company's 2027 annual meeting of stockholders and until their respective successors are duly elected and qualified. 2. Ratification of the selection of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the current fiscal year. 3. Approval, on an advisory basis, of the compensation of the Company's named executive officers. 4. Transaction of such other business as may properly come before the meeting or any postponement or adjournment thereof. Stockholders of record at the close of business on April 15, 2024 will be entitled to notice of and to vote at the meeting or any postponement or adjournment thereof. WHETHER OR NOT YOU EXPECT TO ATTEND THE ANNUAL MEETING ONLINE, IN ORDER TO ENSURE REPRESENTATION OF YOUR SHARES, PLEASE VOTE AS PROMPTLY AS POSSIBLE. YOU ARE URGED TO SUBMIT YOUR PROXY OR VOTING INSTRUCTIONS ELECTRONICALLY OR BY TELEPHONE BY FOLLOWING THE INSTRUCTIONS ON YOUR NOTICE OF INTERNET AVAILABILITY OF PROXY MATERIALS OR, IF YOU RECEIVED A PRINTED COPY OF THE PROXY MATERIALS, ON YOUR PROXY CARD OR VOTING INSTRUCTION FORM. IF YOU REQUESTED A PRINTED COPY OF YOUR PROXY MATERIALS, YOU MAY ALSO VOTE BY MAIL BY SIGNING, DATING, AND RETURNING YOUR PROXY CARD OR VOTING INSTRUCTION FORM IN THE PRE-PAID ENVELOPE PROVIDED. VOTING NOW VIA PROXY WILL NOT LIMIT YOUR RIGHT TO CHANGE YOUR VOTE OR TO ATTEND THE ANNUAL MEETING ONLINE. By Order of the Board of Directors, Aaron Saltz Chief Legal Officer New York, New York April 26, 2024 2 SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS This proxy statement contains forward-looking statements, including statements based upon or relating to our expectations, assumptions, estimates, and projections. In some cases, you can identify forward-looking statements by terms such as "may," "might," "will," "objective," "intend," "should," "could," "can," "would," "expect," "believe," "design," "anticipate," "estimate," "predict," "potential," "plan" or the negative of these terms, and similar expressions. Forward-looking statements may include, but are not limited to, statements concerning acquisitions by the Company; key strategic objectives; our environmental, social and governance (ESG) strategy and initiatives; and other statements that are not historical facts. These statements are not guarantees of future performance; they reflect our current views with respect to future events and are based on assumptions and estimates and subject to known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from expectations or results projected or implied by forward-looking statements. Any standards of measurement and performance made in reference to our environmental, social and other sustainability plans and goals are developing and based on assumptions, and no assurance