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    Magnolia Oil & Gas Corporation filed SEC Form 8-K: Results of Operations and Financial Condition, Regulation FD Disclosure, Financial Statements and Exhibits

    4/30/25 4:01:20 PM ET
    $MGY
    Oil & Gas Production
    Energy
    Get the next $MGY alert in real time by email
    mgy-20250430
    0001698990false00016989902025-04-302025-04-30

    UNITED STATES
    SECURITIES AND EXCHANGE COMMISSION
    Washington, D.C. 20549
    FORM 8-K
    CURRENT REPORT
    Pursuant to Section 13 or 15(d)
    of the Securities Exchange Act of 1934
    Date of report (Date of earliest event reported): April 30, 2025
    Magnolia Oil & Gas Corporation
    (Exact name of registrant as specified in its charter)
    Delaware001-3808381-5365682
    (State or other jurisdiction
    of incorporation)
    (Commission
    File Number)
    (I.R.S. Employer
    Identification Number)
    Nine Greenway Plaza, Suite 1300
    Houston, Texas 77046
    (Address of principal executive offices, including zip code)
    (713) 842-9050
    Registrant’s telephone number, including area code
    Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
    ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
    ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
    ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
    ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
    Emerging growth company ☐
    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
    Securities registered pursuant to section 12(b) of the Act:
    Title of each classTrading Symbol(s)Name of each exchange on which registered
    Class A Common Stock, par value $0.0001 Per ShareMGYNew York Stock Exchange



    Item 2.02    Results of Operations and Financial Condition.

    On April 30, 2025, Magnolia Oil & Gas Corporation (the “Company”) issued a press release, a copy of which is attached hereto as Exhibit 99.1 and incorporated by reference herein, announcing its financial and operational results for the quarter ended March 31, 2025.
    The information furnished pursuant to this Item 2.02 (including Exhibit 99.1) shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise be subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act.

    Item 7.01    Regulation FD Disclosure

    On April 30, 2025, the Company provided information in an earnings presentation on its website, www.magnoliaoilgas.com, regarding its financial and operational results for the quarter ended March 31, 2025.
    The earnings presentation, which is attached hereto as Exhibit 99.2, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act, or otherwise be subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference into any filing under the Securities Act or the Exchange Act.

    Item 9.01    Financial Statements and Exhibits.
    (d)    Exhibits.
    Exhibit
    NumberDescription
    99.1
    Press Release
    99.2
    Earnings Presentation
    104Cover Page Interactive Data File (formatted as inline XBRL)






    SIGNATURES
    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
    MAGNOLIA OIL & GAS CORPORATION
    Date: April 30, 2025
    By:       /s/ Timothy D. Yang
    Name:  Timothy D. Yang
    Title:    Executive Vice President,
                 General Counsel, Corporate Secretary and Land

    2
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