Magnolia Oil & Gas Corp.

Announced the proposed underwritten block trade of 7.5 million shares of the company’s Class A common stock by certain affiliates of EnerVest Ltd. Magnolia will not sell any shares of its Class A common stock in the offering and will not receive any proceeds from the sale. In connection with the offering, the company intends to purchase from the selling stockholders 2 million shares of the company’s Class B common stock at a price per share equal to the price per share at which the underwriter purchases shares of the company’s Class A common stock in the offering. Following close, the selling stockholders will own about 10.9 million Class A and 28.7 million Class B shares of the company, or approximately 18% of the total outstanding shares of the company. Morgan Stanley was the sole book-running manager.