MediaAlpha MAX CTO increases holdings via 2022–2024 RSU vesting

Rhea-AI Filing Summary

MediaAlpha, Inc. (MAX) reported that its Chief Technology Officer completed several equity award vesting transactions. On 11/15/2025, three blocks of Restricted Stock Units (RSUs) converted into Class A Common Stock in amounts of 5,209, 5,303, and 4,803 shares, all at an exercise price of $0 per share. These RSUs were granted under MediaAlpha’s Omnibus Equity Incentive Plan in 2022, 2023, and 2024, and follow a schedule where one sixteenth vests on May 15 of the year after grant and the remainder vests quarterly over four years, subject to continued employment. After these transactions, the CTO’s directly held Class A share balance increased, with reported holdings reaching 414,662 shares.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Yeh Kuanling Amy

(Last) (First) (Middle)

C/O MEDIAALPHA, INC.

700 SOUTH FLOWER STREET, SUITE 640

(Street)

LOS ANGELES CA 90017

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MediaAlpha, Inc. [ MAX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Technology Officer

3. Date of Earliest Transaction (Month/Day/Year)
11/15/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	11/15/2025		M		5,209	A	$0(1)	404,556	D
Class A Common Stock	11/15/2025		M		5,303	A	$0(1)	409,859	D
Class A Common Stock	11/15/2025		M		4,803	A	$0(1)	414,662	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(2)	11/15/2025		M			5,209	(3)	(3)	Class A Common Stock	5,209	$0	5,210	D
Restricted Stock Units	(4)	11/15/2025		M			5,303	(5)	(5)	Class A Common Stock	5,303	$0	26,516	D
Restricted Stock Units	(6)	11/15/2025		M			4,803	(7)	(7)	Class A Common Stock	4,803	$0	43,229	D

Explanation of Responses:

1. One share of Class A Common Stock was issued upon the vesting of each Restricted Stock Unit ("RSU").

2. Represents RSUs granted under the Issuer's Omnibus Equity Incentive Plan on March 25, 2022.

3. One sixteenth of the RSUs vested on May 15, 2022 and the remainder will vest quarterly over the following four years, in each case subject to continued employment with the Issuer through each vesting date.

4. Represents RSUs granted under the Issuer's Omnibus Equity Incentive Plan on March 15, 2023.

5. One sixteenth of the RSUs vested on May 15, 2023 and the remainder will vest quarterly over the following four years, in each case subject to continued employment with the Issuer through each vesting date.

6. Represents RSUs granted under the Issuer's Omnibus Equity Incentive Plan on March 15, 2024.

7. One sixteenth of the RSUs vested on May 15, 2024 and the remainder will vest quarterly over the following four years, in each case subject to continued employment with the Issuer through each vesting date.

Remarks:

	/s/ Jeffrey B. Coyne	11/18/2025
	** Signature of Reporting Person	Date
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FAQ

What did MediaAlpha (MAX) disclose in this Form 4 filing?

The filing shows that MediaAlpha’s Chief Technology Officer had three blocks of Restricted Stock Units vest on 11/15/2025, converting into 5,209, 5,303, and 4,803 shares of Class A Common Stock at an exercise price of $0 per share.

Who is the reporting person in the MediaAlpha (MAX) Form 4?

The reporting person is an officer of MediaAlpha, Inc. serving as Chief Technology Officer, filing individually for these equity award transactions.

How many MediaAlpha Class A shares does the CTO hold after these transactions?

After the reported RSU vesting transactions on 11/15/2025, the CTO’s directly held Class A Common Stock balance shown in the table reaches 414,662 shares.

What is the vesting schedule for the 2022 MediaAlpha RSU grant?

The 2022 RSUs were granted on March 25, 2022. One sixteenth vested on May 15, 2022, and the remainder vests quarterly over the following four years, subject to continued employment with MediaAlpha through each vesting date.

What is the vesting schedule for the 2023 and 2024 MediaAlpha RSU grants?

The 2023 RSUs (granted on March 15, 2023) and the 2024 RSUs (granted on March 15, 2024) each vest with one sixteenth on May 15 of the grant year’s first vesting date, with the remaining units vesting quarterly over the next four years, in each case subject to continued employment.

Were these MediaAlpha RSU vestings cash transactions?

No cash exercise price was involved in the conversions. Each RSU converted into one share of Class A Common Stock at an exercise price of $0 per share as shown in both the non-derivative and derivative tables.