MediaAlpha director sells 31K shares under plan

MediaAlpha director Eugene Nonko sold shares under a Rule 10b5-1 plan over August 31–September 2, 2026, mainly to cover taxes from RSU vesting.

Rhea-AI Filing Summary

MediaAlpha, Inc. (MAX) director Eugene Nonko reported open-market sales totaling 31,335 shares of Class A common stock from August 31 through September 2, 2026. The sales, made both directly and through O.N.E. Holdings, LLC, were effected under a Rule 10b5-1 trading plan primarily to cover taxes from RSU vesting.

Insider Trade Summary 10b5-1

Net Seller: 31,335 shares

Net Sell 6 txns

Insider Nonko Eugene

Role Director

Sold 31,335 shs ($389K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock F1, F4	2,667	$12.2163	$33K
Sale	Class A Common Stock F1, F6	7,778	$12.245	$95K
Sale	Class A Common Stock F1, F3	2,667	$12.4544	$33K
Sale	Class A Common Stock F1, F5	7,778	$12.3931	$96K
Sale	Class A Common Stock F1, F2	2,667	$12.5858	$34K
Sale	Class A Common Stock F1, F2	7,778	$12.6075	$98K

Holdings After Transaction: Class A Common Stock — 815,322 shares (Direct); Class A Common Stock — 912,027 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 $12.49 to $12.725 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 $12.40 to $12.51 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 $12.10 to $12.315 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 $12.205 to $12.645 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 $12.10 to $12.34 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: 31,335 shares Direct sale on August 31, 2026: 2,667 shares at $12.5858 per share Indirect sale on August 31, 2026: 7,778 shares at $12.6075 per share +4 more

7 metrics

Total shares sold 31,335 shares Aggregate Class A common stock sales reported for August 31–September 2, 2026

Direct sale on August 31, 2026 2,667 shares at $12.5858 per share Director’s directly held Class A common stock

Indirect sale on August 31, 2026 7,778 shares at $12.6075 per share Shares held indirectly through O.N.E. Holdings, LLC

Direct sale on September 1, 2026 2,667 shares at $12.4544 per share Director’s directly held Class A common stock

Indirect sale on September 1, 2026 7,778 shares at $12.3931 per share Shares held indirectly through O.N.E. Holdings, LLC

Direct sale on September 2, 2026 2,667 shares at $12.2163 per share Director’s directly held Class A common stock

Indirect sale on September 2, 2026 7,778 shares at $12.2450 per share Shares held indirectly through O.N.E. Holdings, LLC

Key Terms

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

3 terms

Rule 10b5-1 trading plan regulatory

"were effected pursuant to a Rule 10b5-1 trading plan previously adopted"

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"

FAQ

What insider activity did MediaAlpha (MAX) report for Eugene Nonko?

MediaAlpha reported that director Eugene Nonko sold a total of 31,335 shares of Class A common stock in open-market transactions between August 31 and September 2, 2026, including both direct holdings and shares held through O.N.E. Holdings, LLC.

Over what dates did the MediaAlpha (MAX) insider sales occur?

The reported sales occurred on August 31, 2026, September 1, 2026, and September 2, 2026, as disclosed for director Eugene Nonko’s transactions in MediaAlpha’s Class A common stock.

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

On each of the three days, 2,667 shares were sold from Eugene Nonko’s direct holdings and 7,778 shares were sold indirectly through O.N.E. Holdings, LLC, for a combined total of 31,335 shares sold.

What prices were MediaAlpha (MAX) shares sold for in these insider transactions?

The reported weighted-average sale prices per share were $12.5858 and $12.6075 on August 31, $12.4544 and $12.3931 on September 1, and $12.2163 and $12.2450 on September 2, 2026, for the respective direct and indirect transactions.

Were the MediaAlpha (MAX) insider sales made under a Rule 10b5-1 plan?

Yes. A footnote states the sales were effected pursuant to a Rule 10b5-1 trading plan previously adopted by Eugene Nonko, primarily to cover taxes from RSU vesting. The filing’s Rule 10b5-1 checkbox is also marked as affirming plan use.

What is O.N.E. Holdings, LLC in relation to MediaAlpha (MAX) insider sales?

Some of the reported sales were made indirectly through O.N.E. Holdings, LLC. The Form 4 identifies these transactions as indirect ownership, meaning the shares were held by that entity rather than directly by Eugene Nonko.

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Available on EDGAR 09/02/2026 - 06:45 PM Accepted by SEC EDGAR 09/02/2026 - 06:45 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)
08/31/2026

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	08/31/2026		S(1)		2,667	D	$12.5858(2)	820,656	D
Class A Common Stock	09/01/2026		S(1)		2,667	D	$12.4544(3)	817,989	D
Class A Common Stock	09/02/2026		S(1)		2,667	D	$12.2163(4)	815,322	D
Class A Common Stock	08/31/2026		S(1)		7,778	D	$12.6075(2)	927,583	I	By O.N.E. Holdings,LLC
Class A Common Stock	09/01/2026		S(1)		7,778	D	$12.3931(5)	919,805	I	By O.N.E. Holdings,LLC
Class A Common Stock	09/02/2026		S(1)		7,778	D	$12.245(6)	912,027	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 $12.49 to $12.725 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 $12.40 to $12.51 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 $12.10 to $12.315 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 $12.205 to $12.645 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 $12.10 to $12.34 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	09/02/2026
	** 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)