Magnite Investor Presentation — May 2019

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Copyright Rubicon Project 2019

2FORWARD -LOOKING STATEMENTS

This presentation and management's remarks, and management's answers to questions may include, forward -looking statements, inclu ding statements based upon or relating to our expectations, assumptions, estimates,

and projections. In some cases, you can identify forward -looking statements by terms such as "may," "might," "will," "objective, " "intend," "should," "could," "can," "would," "expect," "believe," "design," "anticipate," "estimate,"

"predict," "potential," "plan" or the negative of these terms, and similar expressions. Forward -looking statements may include, but are not limited to, statements concerning our anticipated financial performance, including,

without limitation, revenue, advertising spend, non -GAAP loss per share, profitability, net income (loss), Adjusted EBITDA, earn ings per share, and cash flow; strategic objectives, including focus on header bidding, mobile,

video, seller tools, and private marketplace opportunities; investments in our business; development of our technology; intro duction of new offerings; the impact of our traffic shaping technology on our business; the effects of

our cost reduction initiatives; scope and duration of client relationships; the fees we may charge in the future; business mi x and expansion of our mobile, video and private marketplace offerings; sales growth; client utilization

of our offerings; our competitive differentiation; our market share and leadership position in the industry; market condition s, trends, and opportunities; user reach; certain statements regarding future operational performance

measures including ad requests, fill rate, paid impressions, average CPM, take rate, and advertising spend; benefiting from s upply path optimization; and factors that could affect these and other aspects of our business.

These statements are not guarantees of future performance; they reflect our current views with respect to future events and a re based on assumptions and estimates and subject to known and unknown risks, uncertainties

and other factors that may cause our actual results, performance or achievements to be materially different from expectations orresults projected or implied by forward -looking statements. These risks include, but are not

limited to: our ability to continue to grow and to manage our growth effectively; our ability to develop innovative new techn ologies and remain a market leader; our ability to attract and retain buyers and sellers and increase

our business with them; our vulnerability to loss of, or reduction in spending by, buyers; our reliance on large sources of a dvertising demand and aggregators of advertising inventory; our ability to maintain and grow a supply