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MAGNITE, INC. Director's Dealing 2016

May 17, 2016

31335_dirs_2016-05-17_0bdacc39-d7f6-4b06-9ff1-fb0528e4d289.zip

Director's Dealing

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SEC Form 4/A — Form 4/A

Issuer: RUBICON PROJECT, INC. (RUBI)
CIK: 0001595974
Period of Report: 2016-04-14

Reporting Person: TAPPIN TODD L (CFO & COO)

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2016-04-14 Stock Option (right to buy) $7.8 M 113485 Disposed 2023-02-01 Common Stock (113485.0) Direct
2016-04-15 Stock Option (right to buy) $7.8 M 98247 Disposed 2023-02-01 Common Stock (98247.0) Direct

Footnotes

F1: The Form 4 filed by the reporting person on April 18, 2016 is being amended to reflect the correct transaction date of April 14, 2016 for the exercise of 113,485 stock options rather than the April 15, 2016 date that was previously reported.

F2: The option, representing a right to purchase a total of 593,650 shares, became exercisable with respect to 25% of the grant on January 28, 2014 and becomes exercisable with respect to the remainder in 36 equal installments each calendar month thereafter.

F3: Granted as compensation for services.

F4: The Form 4 filed by the reporting person on April 18, 2016 is being amended to reflect the correct transaction date of April 15, 2016 for the exercise of 98,247 stock options rather than the April 14, 2016 date that was previously reported.