STOCK TITAN

MediaAlpha (NYSE: MAX) director Nonko sells 23,202 shares in 10b5-1 trades

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

MediaAlpha, Inc. director Eugene Nonko reported open-market sales of a total of 23,202 shares of Class A Common Stock over two days. On June 16, 2026, entities associated with him sold 13,334 indirect shares at $10.0011 and 2,134 direct shares at $10.0014. On June 17, 2026, they sold 6,667 indirect shares at $10.0072 and 1,067 direct shares at $10.00.

The filing shows that 20,001 shares were sold through O.N.E. Holdings, LLC (indirect ownership) and 3,201 shares from Nonko’s direct holdings. After these transactions, he continues to hold 953,373 shares directly and 1,207,272 shares indirectly. A footnote states the sales were made under a pre-arranged Rule 10b5-1 trading plan primarily to cover taxes from vesting restricted stock units, and that prices ranged from $10.00 to between $10.01 and $10.06 per share on a weighted-average basis.

Positive

  • None.

Negative

  • None.
Insider Nonko Eugene
Role null
Sold 23,202 shs ($232K)
Type Security Shares Price Value
Sale Class A Common Stock 1,067 $10.00 $11K
Sale Class A Common Stock 6,667 $10.0072 $67K
Sale Class A Common Stock 2,134 $10.0014 $21K
Sale Class A Common Stock 13,334 $10.0011 $133K
Holdings After Transaction: Class A Common Stock — 953,373 shares (Direct, null); Class A Common Stock — 1,207,272 shares (Indirect, By O.N.E. Holdings,LLC)
Footnotes (1)
  1. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan previously adopted by the Reporting Person primarily to cover taxes resulting from the vesting of RSUs. Reflects the weighted-average sale price for shares sold in multiple transactions at prices ranging from $10.00 to $10.01 per share. The Reporting Person undertakes to provide upon request by the Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price. Reflects the weighted-average sale price for shares sold in multiple transactions at prices ranging from $10.00 to $10.025 per share. The Reporting Person undertakes to provide upon request by the Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price. Reflects the weighted-average sale price for shares sold in multiple transactions at prices ranging from $10.00 to $10.02 per share. The Reporting Person undertakes to provide upon request by the Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price. Reflects the weighted-average sale price for shares sold in multiple transactions at prices ranging from $10.00 to $10.06 per share. The Reporting Person undertakes to provide upon request by the Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
Total shares sold 23,202 shares Net open-market sales reported in Form 4
Direct shares sold 3,201 shares Open-market sales from direct holdings
Indirect shares sold 20,001 shares Sales through O.N.E. Holdings, LLC
Sale prices $10.00–$10.06 per share Weighted-average ranges from footnotes
Direct holdings after sale 953,373 shares Post-transaction direct ownership
Indirect holdings after sale 1,207,272 shares Post-transaction indirect ownership via LLC
Rule 10b5-1 trading plan regulatory
"The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
restricted stock units (RSUs) financial
"primarily to cover taxes resulting from the vesting of RSUs"
Restricted stock units (RSUs) are a type of company promise to give employees shares of stock in the future, usually after certain conditions like working for a set time. They are like a gift promised today that you receive later, which can become valuable if the company's stock price goes up. RSUs matter because they are a way companies reward employees and can be a significant part of compensation.
weighted-average sale price financial
"Reflects the weighted-average sale price for shares sold in multiple transactions"
indirect ownership financial
"direct_or_indirect: "I", nature_of_ownership: "By O.N.E. Holdings,LLC""
open-market sale financial
"transaction_action: "open-market sale""
An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.
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SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
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*
Nonko Eugene

(Last)(First)(Middle)
C/O MEDIAALPHA, INC.
700 SOUTH FLOWER STREET, SUITE 640

(Street)
LOS ANGELES CALIFORNIA 90017

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
MediaAlpha, Inc. [ MAX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/16/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Stock06/16/2026S(1)2,134D$10.0014(2)954,440D
Class A Common Stock06/17/2026S(1)1,067D$10(3)953,373D
Class A Common Stock06/16/2026S(1)13,334D$10.0011(4)1,213,939IBy O.N.E. Holdings,LLC
Class A Common Stock06/17/2026S(1)6,667D$10.0072(5)1,207,272IBy O.N.E. Holdings,LLC
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan previously adopted by the Reporting Person primarily to cover taxes resulting from the vesting of RSUs.
2. Reflects the weighted-average sale price for shares sold in multiple transactions at prices ranging from $10.00 to $10.01 per share. The Reporting Person undertakes to provide upon request by the Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
3. Reflects the weighted-average sale price for shares sold in multiple transactions at prices ranging from $10.00 to $10.025 per share. The Reporting Person undertakes to provide upon request by the Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
4. Reflects the weighted-average sale price for shares sold in multiple transactions at prices ranging from $10.00 to $10.02 per share. The Reporting Person undertakes to provide upon request by the Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
5. Reflects the weighted-average sale price for shares sold in multiple transactions at prices ranging from $10.00 to $10.06 per share. The Reporting Person undertakes to provide upon request by the Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
Remarks:
/s/ Jeffrey B. Coyne06/18/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did MediaAlpha (MAX) director Eugene Nonko report in this Form 4?

Eugene Nonko reported open-market sales totaling 23,202 shares of MediaAlpha Class A Common Stock over two days, with transactions split between his direct holdings and shares held indirectly through O.N.E. Holdings, LLC.

How many MediaAlpha (MAX) shares did Eugene Nonko sell directly and indirectly?

He sold 3,201 shares from his direct holdings and 20,001 shares held indirectly through O.N.E. Holdings, LLC. All transactions involved MediaAlpha Class A Common Stock and were reported as open-market sales.

At what prices were the MediaAlpha (MAX) shares sold in this Form 4?

Reported weighted-average sale prices were around $10.00 per share, including $10.0011, $10.0014, $10.0072, and $10.00. Footnotes state individual trades occurred in ranges from $10.00 up to between $10.01 and $10.06 per share.

How many MediaAlpha (MAX) shares does Eugene Nonko hold after these transactions?

Following the reported sales, Eugene Nonko holds 953,373 shares of MediaAlpha Class A Common Stock directly and 1,207,272 shares indirectly through O.N.E. Holdings, LLC, according to the post-transaction ownership figures in the filing.

Were Eugene Nonko’s MediaAlpha (MAX) share sales under a Rule 10b5-1 plan?

Yes. A footnote explains the sales were effected under a previously adopted Rule 10b5-1 trading plan, put in place primarily to cover taxes arising from the vesting of restricted stock units (RSUs).

What is the stated purpose of the MediaAlpha (MAX) share sales in this Form 4?

The filing states the sales were conducted under a Rule 10b5-1 trading plan adopted primarily to cover taxes associated with the vesting of restricted stock units (RSUs), indicating a tax-related rather than discretionary trading purpose.