MediaAlpha (NYSE: MAX) director sells 34K shares for RSU taxes

Rhea-AI Filing Summary

MediaAlpha, Inc. director Eugene Nonko reported open-market sales of a total of 34,461 shares of Class A Common Stock over August 17–19, 2026. The trades included both directly held shares and shares held indirectly through O.N.E. Holdings, LLC, and were executed under a previously adopted Rule 10b5-1 trading plan primarily to cover taxes from vesting RSUs. Reported weighted-average sale prices ranged from the low $12.58 area to about $13.37 per share across the different trading days.

Insider Trade Summary 10b5-1

Net Seller: 34,461 shares

Net Sell 6 txns

Insider Nonko Eugene

Role Director

Sold 34,461 shs ($447K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock F1, F4	3,282	$13.1997	$43K
Sale	Class A Common Stock F1, F6	8,205	$13.2265	$109K
Sale	Class A Common Stock F1, F3	3,282	$12.9023	$42K
Sale	Class A Common Stock F1, F5	8,205	$12.8829	$106K
Sale	Class A Common Stock F1, F2	3,282	$12.8205	$42K
Sale	Class A Common Stock F1, F2	8,205	$12.7798	$105K

Holdings After Transaction: Class A Common Stock — 832,554 shares (Direct); Class A Common Stock — 959,549 shares (Indirect, By O.N.E. Holdings,LLC)

Footnotes (6)

1. F1. 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. F2. Reflects the weighted-average sale price for shares sold in multiple transactions at prices ranging from $12.655 to $13.085 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. F3. Reflects the weighted-average sale price for shares sold in multiple transactions at prices ranging from $12.58 to $13.025 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. F4. Reflects the weighted-average sale price for shares sold in multiple transactions at prices ranging from $13.065 to $13.36 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. F5. Reflects the weighted-average sale price for shares sold in multiple transactions at prices ranging from $12.59 to $13.03 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.
6. F6. Reflects the weighted-average sale price for shares sold in multiple transactions at prices ranging from $13.065 to $13.365 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.

Key Figures

Total shares sold: 34,461 shares Direct sale 2026-08-17: 3,282 shares at $12.8205 per share Indirect sale 2026-08-17: 8,205 shares at $12.7798 per share +5 more

8 metrics

Total shares sold 34,461 shares Aggregate net shares sold by Eugene Nonko over August 17–19, 2026

Direct sale 2026-08-17 3,282 shares at $12.8205 per share Class A Common Stock sold directly by Eugene Nonko on 2026-08-17

Indirect sale 2026-08-17 8,205 shares at $12.7798 per share Class A Common Stock sold indirectly via O.N.E. Holdings, LLC on 2026-08-17

Direct sale 2026-08-18 3,282 shares at $12.9023 per share Class A Common Stock sold directly on 2026-08-18

Indirect sale 2026-08-18 8,205 shares at $12.8829 per share Class A Common Stock sold indirectly via O.N.E. Holdings, LLC on 2026-08-18

Direct sale 2026-08-19 3,282 shares at $13.1997 per share Class A Common Stock sold directly on 2026-08-19

Indirect sale 2026-08-19 8,205 shares at $13.2265 per share Class A Common Stock sold indirectly via O.N.E. Holdings, LLC on 2026-08-19

10b5-1 plan status Rule 10b5-1 trading plan Plan previously adopted primarily to cover taxes from RSU vesting

Key Terms

Rule 10b5-1 trading plan, restricted stock units, weighted-average sale price, indirect ownership

4 terms

Rule 10b5-1 trading plan regulatory

"sales 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 financial

"primarily to cover taxes resulting from the vesting of RSUs"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

weighted-average sale price financial

"Reflects the weighted-average sale price for shares sold in multiple transactions"

indirect ownership financial

"shares held indirectly through O.N.E. Holdings, LLC"

FAQ

What insider transactions did MAX director Eugene Nonko report in this Form 4?

Eugene Nonko reported sales of 34,461 shares of MediaAlpha, Inc. (MAX) Class A Common Stock over August 17–19, 2026, including both directly held shares and shares held indirectly through O.N.E. Holdings, LLC.

Were the recent MAX insider sales by Eugene Nonko under a Rule 10b5-1 plan?

Yes. The filing states the sales were made under a Rule 10b5-1 trading plan previously adopted by Eugene Nonko, primarily to cover taxes arising from the vesting of restricted stock units (RSUs).

How many MAX shares did Eugene Nonko sell directly versus indirectly?

Across the reported period, Nonko sold multiple blocks both directly (e.g., 3,282-share lots) and indirectly through O.N.E. Holdings, LLC (e.g., 8,205-share lots), totaling 34,461 shares according to the transaction summary.

What price range did MAX director Eugene Nonko receive for the reported share sales?

Weighted-average sale prices ranged from about $12.58 to $13.37 per share, with specific blocks reported at prices such as $12.82, $12.90, $13.20, and $13.23, depending on the trade date and ownership type.

Do the MAX Form 4 footnotes explain how the reported sale prices were calculated?

Yes. Footnotes explain each reported price is a weighted-average sale price for multiple trades within ranges like $12.655–$13.085 or $13.065–$13.365, and offer to provide full per-trade details on request.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/19/2026 - 05:09 PM Accepted by SEC EDGAR 08/19/2026 - 05:09 PM Learn about SEC filing dates

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

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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/17/2026

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

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	08/17/2026		S(1)		3,282	D	$12.8205(2)	839,118	D
Class A Common Stock	08/18/2026		S(1)		3,282	D	$12.9023(3)	835,836	D
Class A Common Stock	08/19/2026		S(1)		3,282	D	$13.1997(4)	832,554	D
Class A Common Stock	08/17/2026		S(1)		8,205	D	$12.7798(2)	975,959	I	By O.N.E. Holdings,LLC
Class A Common Stock	08/18/2026		S(1)		8,205	D	$12.8829(5)	967,754	I	By O.N.E. Holdings,LLC
Class A Common Stock	08/19/2026		S(1)		8,205	D	$13.2265(6)	959,549	I	By 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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount 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 $12.655 to $13.085 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 $12.58 to $13.025 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 $13.065 to $13.36 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 $12.59 to $13.03 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.

6. Reflects the weighted-average sale price for shares sold in multiple transactions at prices ranging from $13.065 to $13.365 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. Coyne	08/19/2026
	** Signature of Reporting Person	Date
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)