SC 13G/A: MAGNITE, INC.

AI Summary

SC 13G/A filing by MAGNITE, INC..

Risk Assessment

Risk Level: low

Key Financial Figures

• $0.00001 — ame of Issuer) Common Stock, par value $0.00001 per share (Title of Class of Securitie

Filing Documents

• dp218203_sc13ga-2.htm (SC 13G/A) — 57KB
• 0000950103-24-016193.txt ( ) — 59KB

(a). Name of Issuer

Item 1(a). Name of Issuer: Magnite, Inc. (the “Issuer”)

(b). Address of Issuer’s Principal Executive Offices

Item 1(b). Address of Issuer’s Principal Executive Offices: 1250 Broadway, 15th Floor, New York, New York 10001

(a). Name of Person Filing

Item 2(a). Name of Person Filing: RTL Group GmbH, RTL Group S.A. and Bertelsmann SE & Co. KGaA (each a “Reporting Person”)

(b). Address of Principal Business Office or, if none, Residence

Item 2(b). Address of Principal Business Office or, if none, Residence: RTL Group GmbH – PICASSOPLATZ 1, D-50679 COLOGNE, GERMANY RTL Group S.A. – 43 Boulevard Pierre Frieden, L-1543 Luxembourg, Grand Duchy of Luxembourg Bertelsmann SE & Co. KGaA – Carl-Bertelsmann-Strasse 270, 33311 Gütersloh, Germany

(c). Citizenship

Item 2(c). Citizenship: RTL Group GmbH. – Germany RTL Group S.A. – Luxembourg Bertelsmann SE & Co. KGaA – Germany

(d). Titles of Classes of Securities

Item 2(d). Titles of Classes of Securities: Common Stock, par value $0.00001 per share

(e). CUSIP Number

Item 2(e). CUSIP Number: 78112V102

If This Statement is Filed Pursuant to Rule 13d-1(b), or

Item 3. If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a(n): (a) Broker or dealer registered under Section 15 of the Exchange Act (15 U.S.C. 78o). (b) Bank as defined in Section 3(a)(6) of the Exchange Act (15 U.S.C. 78c) (c) Insurance company as defined in Section 3(a)(19) of the Exchange Act (15 U.S.C. 78c). (d) Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). (e) Investment adviser in accordance with §240.13d-1(b)(1)(ii)(E). (f) Employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F). (g) Parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G). (h) Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813). (i) Church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3). (j) Non-U.S. institution, in accordance with § 240.13d-1(b)(1)(ii)(J). (k) Group in accordance with §240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution: ______________. 5

Ownership

Item 4. Ownership (a) Amount beneficially owned: 0 (b) Percent of class: 0% (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote: 0 (ii) Shared power to vote or to direct the vote: 0 (iii) Sole power to dispose or to direct the disposition of: 0 (iv) Shared power to dispose or to direct the disposition of: 0 The responses to Items 5-11 of the cover pages of this amended Schedule 13G are incorporated by reference herein. RTL Group GmbH is a wholly owned indirect subsidiary of RTL Group S.A. Bertelsmann SE & Co. KGaA is the majority shareholder of RTL Group S.A.

Ownership of Five Percent or Less of a Class

Item 5. Ownership of Five Percent or Less of a Class. If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following.

Ownership of More than Five Percent on Behalf of Another

Item 6. Ownership of More than Five Percent on Behalf of Another Person. Not Applicable.

Identification and Classification of the Subsidiary Which

Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. Not Applicable.

Identification and Classification of Members of the Group

Item 8. Identification and Classification of Members of the Group. Not Applicable.

Notice of Dissolution of Group

Item 9. Notice of Dissolution of Group. Not Applicable.

Certification

Item 10. Certification. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. 6

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of its knowledge and belief, the undersigned hereby certify that the information set forth in this statement is true, complete and correct. Dated: November 6, 2024 RTL Group GmbH /s/ Elmar Heggen Name: Elmar Heggen Title: Managing Director /s/ Björn Bauer Name: Björn Bauer Title: Managing Director RTL Group S.A. /s/ Elmar Heggen Name: Elmar Heggen Title: Deputy CEO and COO /s/ Björn Bauer Name: Björn Bauer Title: Chief Financial Officer Bertelsmann SE & Co. KGaA /s/ Thomas Götz Name: Thomas Götz Title: General Counsel /s/ Bettina Wulf Name: Bettina Wulf Title: Authorized Officer (Prokuristin) 7 Exhibit Index Exhibit Description Exhibit A Joint Filing Agreement dated May 21, 2021, by and among RTL US Holding, Inc., RTL Group GmbH, RTL Group S.A., and Bertelsmann SE & Co. KGaA 8 Exhibit A Joint Filing Agreement The undersigned hereby agrees that they are filing jointly pursuant to Rule 13-d-1(k)(1) of the Securities Exchange Act of 1934, as amended, with respect to shares of Common Stock of Magnite, Inc. The undersigned further agree and acknowledge that such shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it contained herein, but shall not be responsible for completeness and accuracy of the information concerning the other, except to the extent that it knows or has reason to believe that such information is inaccurate. Dated: May 21, 2021 RTL US Holding, Inc. /s/ Vera L. Noriega Name: Vera L. Noriega Title: Director /s/ Siska Ghesquiere Name: Siska Ghesquiere Title: President RTL Group GmbH /s/ Elmar Heggen Name: Elmar Heggen Title: Managing Director /s/ Andreas Fischer Name: Andreas Fischer Title: Authorized Officer (Prokurist) RTL Group S.A. /s/ Elmar Heggen Name: Elmar Heggen Title: Deputy CEO and COO /s/ And