Item 5.07 Submission of Matters to a Vote of Security Holders.

(a)Magnolia Oil & Gas Corporation (the "Company") held its 2023 Annual Meeting of Shareholders (the "Annual Meeting") on May 3, 2023.

(b)The following actions were taken at the Annual Meeting, for which proxies were solicited pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended, and the final number of votes cast for, votes withheld or cast against, abstentions and broker non-votes for each proposal is set forth below:

1. Each of the seven (7) nominees for director was elected to serve a one (1) year term, commencing on the date of the Annual Meeting. The final voting results were as follows:



       Nominees            For      Withheld  Broker Non-Votes

Christopher G. Stavros 196,239,843 1,838,949 6,285,135 Arcilia C. Acosta 167,296,850 30,781,942 6,285,135 Angela M. Busch 182,139,764 15,939,028 6,285,135 Edward P. Djerejian 189,455,039 8,623,753 6,285,135 James R. Larson 189,463,243 8,615,549 6,285,135 Dan F. Smith

           194,672,519 3,406,273     6,285,135
John B. Walker         196,001,309 2,077,483     6,285,135

2. The shareholders approved an advisory, non-binding resolution regarding the compensation of the Company's named executive officers for 2022 (the "say-on-pay" vote). The final voting results were as follows:

For Against Abstentions Broker Non-Votes 195,702,306 2,167,357 209,129 6,285,135

3. The appointment of KPMG LLP as the Company's independent registered public accounting firm for the 2023 fiscal year was ratified. The final voting results were as follows:



    For      Against   Abstentions  Broker Non-Votes
204,035,037  61,060      267,830           n/a


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