{"filing":{"accession_number":"0001104659-26-107498","cik":"0001698990","ticker":"MGY","company_name":"Magnolia Oil \u0026 Gas Corp","form":"8-K","filing_date":"2026-09-14","report_date":"2026-09-10","primary_document":"tm2625234d1_8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1698990/000110465926107498/tm2625234d1_8k.htm"},"events":[{"id":33272,"run_id":30591,"accession_number":"0001104659-26-107498","anchor_item_number":"2.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.96,"summary":"Magnolia Oil \u0026 Gas completed its acquisition of WildFire Energy on September 10, 2026, for $2,570 million in cash, 32,203,000 shares of common stock, and assumption of $600 million in 7.500% Senior Notes due 2029. The transaction includes supplemental indentures adding Magnolia Midstream as guarantor to existing debt facilities.","company_name":"Magnolia Oil \u0026 Gas Corp","ticker":"MGY","filing_date":"2026-09-14","form":"8-K","submitted_at":null,"items":[{"id":36672,"accession_number":"0001104659-26-107498","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"reasoning":"This Item 1.01 discloses Magnolia Oil \u0026 Gas's completion of its acquisition of WildFire Energy, including the assumption of WildFire's $600 million 7.500% Senior Notes due 2029 and supplemental indentures adding Magnolia Midstream as guarantor to existing debt facilities. The filing explicitly states \"Magnolia Oil \u0026 Gas Completes Acquisition of WildFire Energy\" (EX-99.1) and describes the material definitive agreements entered into in connection with the acquisition closing, including debt assumption and registration rights for equity consideration. This is a material acquisition transaction requiring disclosure under Item 1.01.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-14T20:12:18.193402+00:00","company_name":"","ticker":null,"filing_date":""},{"id":36673,"accession_number":"0001104659-26-107498","item_number":"2.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"Item 2.01 discloses the completion of Magnolia Oil \u0026 Gas's acquisition of WildFire Energy on September 10, 2026, for consideration comprising $2,570 million in cash, 32,203,000 shares of common stock, and assumption of the 2029 Notes. This is a material acquisition of a substantial oil and gas producer with $2.8 billion in assets, directly affecting Magnolia's capital structure and operations.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-14T20:12:18.193402+00:00","company_name":"","ticker":null,"filing_date":""},{"id":36674,"accession_number":"0001104659-26-107498","item_number":"2.03","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"reasoning":"Item 2.03 incorporates by reference Item 1.01, which covers material acquisitions. The press release (EX-99.1) announces completion of Magnolia's acquisition of WildFire Energy, and the financial statements (EX-99.3) show WildFire's substantial assets ($2.8 billion) and operations. This is a material M\u0026A completion that would affect investor assessment of Magnolia's asset base and strategic direction.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-14T20:12:18.193402+00:00","company_name":"","ticker":null,"filing_date":""},{"id":36675,"accession_number":"0001104659-26-107498","item_number":"3.02","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"Item 3.02 incorporates by reference Item 1.01, which discloses the completion of Magnolia Oil \u0026 Gas's acquisition of WildFire Energy. The press release (EX-99.1) explicitly states \"Magnolia Oil \u0026 Gas Corporation (NYSE: MGY) announced today that it has completed its previously announced acquisition of WildFire Energy.\" The issuance of common stock as equity consideration in a material acquisition is a core M\u0026A event requiring disclosure under Item 3.02, and the completion of a significant acquisition is material to investors.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-14T20:12:18.193402+00:00","company_name":"","ticker":null,"filing_date":""},{"id":36676,"accession_number":"0001104659-26-107498","item_number":"7.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The Item 7.01 disclosure announces the completion of Magnolia Oil \u0026 Gas's acquisition of WildFire Energy, as stated in the press release: \"Magnolia Oil \u0026 Gas Corporation (NYSE: MGY) announced today that it has completed its previously announced acquisition of WildFire Energy.\" This is a material acquisition event that would affect a reasonable investor's assessment of the registrant's operations and financial position.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-14T20:12:18.193402+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":36672,"accession_number":"0001104659-26-107498","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"reasoning":"This Item 1.01 discloses Magnolia Oil \u0026 Gas's completion of its acquisition of WildFire Energy, including the assumption of WildFire's $600 million 7.500% Senior Notes due 2029 and supplemental indentures adding Magnolia Midstream as guarantor to existing debt facilities. The filing explicitly states \"Magnolia Oil \u0026 Gas Completes Acquisition of WildFire Energy\" (EX-99.1) and describes the material definitive agreements entered into in connection with the acquisition closing, including debt assumption and registration rights for equity consideration. This is a material acquisition transaction requiring disclosure under Item 1.01.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-14T20:12:18.193402+00:00","company_name":"Magnolia Oil \u0026 Gas Corp","ticker":"MGY","filing_date":"2026-09-14"},{"id":36673,"accession_number":"0001104659-26-107498","item_number":"2.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"Item 2.01 discloses the completion of Magnolia Oil \u0026 Gas's acquisition of WildFire Energy on September 10, 2026, for consideration comprising $2,570 million in cash, 32,203,000 shares of common stock, and assumption of the 2029 Notes. This is a material acquisition of a substantial oil and gas producer with $2.8 billion in assets, directly affecting Magnolia's capital structure and operations.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-14T20:12:18.193402+00:00","company_name":"Magnolia Oil \u0026 Gas Corp","ticker":"MGY","filing_date":"2026-09-14"},{"id":36674,"accession_number":"0001104659-26-107498","item_number":"2.03","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"reasoning":"Item 2.03 incorporates by reference Item 1.01, which covers material acquisitions. The press release (EX-99.1) announces completion of Magnolia's acquisition of WildFire Energy, and the financial statements (EX-99.3) show WildFire's substantial assets ($2.8 billion) and operations. This is a material M\u0026A completion that would affect investor assessment of Magnolia's asset base and strategic direction.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-14T20:12:18.193402+00:00","company_name":"Magnolia Oil \u0026 Gas Corp","ticker":"MGY","filing_date":"2026-09-14"},{"id":36675,"accession_number":"0001104659-26-107498","item_number":"3.02","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"Item 3.02 incorporates by reference Item 1.01, which discloses the completion of Magnolia Oil \u0026 Gas's acquisition of WildFire Energy. The press release (EX-99.1) explicitly states \"Magnolia Oil \u0026 Gas Corporation (NYSE: MGY) announced today that it has completed its previously announced acquisition of WildFire Energy.\" The issuance of common stock as equity consideration in a material acquisition is a core M\u0026A event requiring disclosure under Item 3.02, and the completion of a significant acquisition is material to investors.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-14T20:12:18.193402+00:00","company_name":"Magnolia Oil \u0026 Gas Corp","ticker":"MGY","filing_date":"2026-09-14"},{"id":36676,"accession_number":"0001104659-26-107498","item_number":"7.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The Item 7.01 disclosure announces the completion of Magnolia Oil \u0026 Gas's acquisition of WildFire Energy, as stated in the press release: \"Magnolia Oil \u0026 Gas Corporation (NYSE: MGY) announced today that it has completed its previously announced acquisition of WildFire Energy.\" This is a material acquisition event that would affect a reasonable investor's assessment of the registrant's operations and financial position.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-14T20:12:18.193402+00:00","company_name":"Magnolia Oil \u0026 Gas Corp","ticker":"MGY","filing_date":"2026-09-14"}]}