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MAGNITE, INC. Director's Dealing 2016

Aug 3, 2016

31335_dirs_2016-08-02_cc7f6c78-01cb-4448-9656-ab845e63f541.zip

Director's Dealing

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SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: RUBICON PROJECT, INC. (RUBI)
CIK: 0001595974
Period of Report: 2016-08-02

Reporting Person: Richter James Neal (Chief Technology Officer)

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 117316 Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Stock Option (right to buy) $4.7 2021-12-07 Common Stock (14500.0) Direct
Stock Option (right to buy) $4.7 2022-05-22 Common Stock (35499.0) Direct
Stock Option (right to buy) $16.75 2025-05-19 Common Stock (15800.0) Direct

Footnotes

F1: Represents: (i) 29,948 shares of restricted stock that vest as follows: 7,812 on November 15, 2016, 7,813 on May 15, 2017, 7,812 on November 15, 2017, and 6,511 on May 15, 2018; (ii) 29,357 restricted stock units that vest as follows: 5,338 on November 15, 2016, 5,337 on May 15, 2017, 5,338 on November 15, 2017, 5,337 on May 15, 2018, 5,338 on November 15, 2018, and 2,669 on May 15, 2019; (iii) 50,000 RSUs that vest as follows: 15,625 on May 15, 2017, 6,250 on each November 15 and May 15 thereafter until November 15, 2019, and 3,125 on May 15, 2020; and (iv) 8,011 shares of common stock.

F2: The option, originally representing a right to purchase a total of 20,000 shares, became exercisable with respect to 25% of the grant on October 27, 2012 and became exercisable with respect to the remainder in 36 equal installments each calendar month thereafter and is now fully vested.

F3: The option, originally representing a right to purchase a total of 79,999 shares, became exercisable with respect to 25% of the grant on April 1, 2013 and became exercisable with respect to the remainder in 36 equal installments each calendar month thereafter and is now fully vested.

F4: The option, representing a right to purchase a total of 15,800 shares, became exercisable with respect to 25% of the grant on February 1, 2016 and becomes exercisable with respect to the remainder in 36 equal installments each calendar month thereafter.