
	Shares Under Option	Weighted- Average Exercise Price		Weighted- Average Contractual Life	Aggregate Intrinsic Value
	(in thousands)				(in thousands)
Outstanding at December 31, 2024	4,160	$	8.57
Granted	81	$	16.46
Exercised	(507)	$	5.86
Expired	(28)	$	17.23

Outstanding at September 30, 2025	3,706	$	9.05	4.1 years	$	51,112
Exercisable at September 30, 2025	3,440	$	8.76	3.8 years	$	48,725

The total intrinsic value of options exercised during the nine months ended September 30, 2025 was $8.2 million, based on their respective exercise dates. At September 30, 2025, the Company had unrecognized stock-based compensation expense relating to unvested stock options of approximately $2.0 million, which is expected to be recognized over a weighted-average period of 1.9 years.

The Company estimates the fair value of stock options that contain service conditions using the Black-Scholes option pricing model. The grant date fair value of options granted during the nine months ended September 30, 2025 and 2024 was $11.40 and $6.34, respectively, per share. The weighted-average input assumptions used by the Company were as follows:


	Nine Months Ended
		September 30, 2025		September 30, 2024
Expected term (in years)		5.0		5.0
Risk-free interest rate		4.45	%	3.93	%
Expected volatility		84	%	84	%
Dividend yield		—	%	—	%

A summary of restricted stock unit ("RSU") activity for the nine months ended September 30, 2025 was as follows:


	Number of Shares	Weighted-Average Grant Date Fair Value
	(in thousands)
Restricted stock units outstanding at December 31, 2024	11,809	$	10.69
Granted	4,284	$	16.54
Canceled	(767)	$	11.70
Vested and released	(4,774)	$	11.54
Restricted stock units outstanding and unvested at September 30, 2025	10,552	$	12.61

The weighted-average grant date fair value per share of restricted stock units granted during the nine months ended September 30, 2025 and 2024 was $16.54 and $9.35, respectively.

The fair value of restricted stock units that vested and were released during the nine months ended September 30, 2025 and 2024 was $94.5 million and $48.5 million, respectively, based on their respective vesting dates. At September 30, 2025, the intrinsic value of unvested restricted stock units was $229.8 million. At September 30, 2025, the Company had unrecognized stock-based compensation expense relating to unvested restricted stock units of approximately $115.6 million, which is expected to be recognized over a weighted-average period of 2.4 years.

The Company grants performance stock units ("PSU") to select executive employees that vest based on share price metrics tied to total shareholder return relative ("TSR") to a peer group, subject to a time-based service component. Between 0% and 150% of the performance stock units will vest at the end of the performance period, which is generally on the third anniversary of the PSU grant date.

Stock-based compensation expense for PSUs is based on the grant date fair value and the number of shares assuming a performance measurement of 100%. The compensation expense will not be reversed if the performance metrics are not met.

During the nine months ended September 30, 2025, the Company granted PSUs with an aggregate target of 346,287 shares, assuming a performance measurement of 100%. The amount of shares that will ultimately vest will be determined based on the Company's TSR relative to the TSRs of a peer group for the three year-period beginning January 1, 2025, as well as certain interim measurements based on relative TSR for the one-year and two-year periods beginning on January 1, 2025.

A summary of PSU activity for the nine months ended September 30, 2025 was as follows:


	Number of Shares	Weighted-Average Grant Date Fair Value
	(in thousands)
Outstanding at December 31, 2024	1,427	$	15.35
Granted *	368	$	20.72
Vested	(108)	$	17.28

Outstanding at September 30, 2025	1,687	$	16.40
* PSUs granted and weighted-average grant date fair value include 22 shares issued above the target shares for a PSU that vested and was released during the nine months ended September 30, 2025.

The grant date fair value for the PSUs was estimated using a Monte-Carlo simulation model. The grant date fair value of PSUs granted during the nine months ended September 30, 2025 and September 30, 2024 was $20.93 and $11.76, respectively, per share. The weighted-average input assumptions used by the Company were as follows:


	Nine Months Ended
		September 30, 2025		September 30, 2024
Performance period (in years)		3.0		3.0
Risk-free interest rate		4.26	%	4.05	%
Expected volatility of Magnite		78	%	87	%
Expected volatility of selected peer companies		56	%	55	%
Expected correlation coefficients of Magnite		0.57		0.59
Expected correlation coefficients of selected peer companies		0.47		0.47
Dividend yield		—	%	—	%

During the nine months ended September 30, 2025, the fair value of PSUs that vested and were released was $1.9 million, based on their respective vesting dates. At September 30, 2025, the intrinsic value of unvested performance stock units based on expected achievement levels was $42.7 million. As of September 30, 2025, the Company had unrecognized stock-based compensation expense relating to unvested PSUs of approximately $8.9 million, which will be recognized over a weighted-average period of 1.1 years.

Total stock-based compensation expense recorded in the condensed consolidated statements of operations was as follows:


	Three Months Ended				Nine Months Ended
	September 30, 2025		September 30, 2024		September 30, 2025		September 30, 2024
	(in thousands)				(in thousands)
Cost of revenue	$	479	$	523	$	1,586	$	1,501
Sales and marketing	7,777		7,755		25,369		23,963
Technology and development	3,959		4,288		12,801		14,593
General and administrative	5,829		6,104		19,055		19,104

Total stock-based compensation expense	$	18,044	$	18,670	$	58,811	$	59,161

As of September 30, 2025, an aggregate of 16,191,569 shares remained available for future grants under the Magnite, Inc. Amended and Restated 2014 Equity Incentive Plan (the "Amended and Restated 2014 Equity Incentive Plan").