MAGNITE, INC. — Director's Dealing 2017

Mar 22, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RUBICON PROJECT, INC. (RUBI)
CIK: 0001595974
Period of Report: 2017-03-17

Reporting Person: BARRETT MICHAEL G. (President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-03-17	Common Stock	A	1099138	—	Acquired	1099138	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-03-17	Stock Option (right to buy)	$5.8	A	634780	Acquired	2027-03-17	Common Stock (634780.0)	Direct

Footnotes

F1: Represents restricted stock units that vest as follows: 219,075 on December 21, 2017; 78,608 on May 15, 2018; 137,392 on each November 15 and May 15 thereafter until November 15, 2020; and 114,495 on May 15, 2021.

F2: Granted as compensation for services.

F3: 25% of the stock options will vest on March 17, 2018 and the remaining option shares will become exercisable in 36 equal installments each calendar month thereafter.