Item 1.02Termination of a Material Definitive Agreement.

On August 1, 2020, Magnolia Oil & Gas Corporation (the "Company") provided written notice of its intent to terminate the Services Agreement (as heretofore amended, the "Services Agreement"), dated as of July 31, 2018, by and between the Company (formerly known as TPG Pace Energy Holdings Corp.), Magnolia Oil & Gas Operating LLC (formerly known as TPG Pace Energy Operating LLC) and EnerVest Operating, L.L.C. ("Service Provider"). Pursuant to the provisions of Section 4.2(a) of the Services Agreement, the termination thereof will be effective on November 1, 2020, unless earlier withdrawn by the Company at its discretion.

The Service Provider is an affiliate of EnerVest, Ltd. Certain affiliates of EnerVest, Ltd. collectively own approximately 47.8% of the Company's total common stock. Pursuant to the Services Agreement, the Service Provider, under the direction of the Company's management, has historically provided the Company with certain services, including administrative, back office, and day-to-day field level services reasonably necessary to operate the business of the Company and its assets, subject to certain exceptions. As consideration for such services, the Company has paid the Service Provider a fixed annual services fee ranging from $20.0 million to $23.6 million. In addition, the Company has paid industry standard per well overhead payments to the Service Provider and reimbursed the Service Provider for certain costs incurred by the Service Provider in performing the services.

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