MediaAlpha (MAX) director logs planned stock sales via 10b5-1 and LLC

Rhea-AI Filing Summary

MediaAlpha, Inc. (MAX) director Nonko Eugene reported planned sales of Class A common stock executed on January 20–22, 2026 under a previously adopted Rule 10b5-1 trading plan primarily to cover taxes from vesting RSUs. Over three days, he sold blocks of shares both directly and indirectly through O.N.E. Holdings, LLC, including 5,400 shares at $11.2013 per share and 6,700 shares at $11.2011 per share on January 22. After these transactions, he continued to hold 965,848 Class A shares directly and 1,502,520 Class A shares indirectly via O.N.E. Holdings, LLC, indicating he retains a substantial position in the company.

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

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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).

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 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)

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

3. Date of Earliest Transaction (Month/Day/Year)
01/20/2026

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	01/20/2026		S(1)		5,400	D	$11.2075(2)	976,648	D
Class A Common Stock	01/21/2026		S(1)		5,400	D	$11.0198(3)	971,248	D
Class A Common Stock	01/22/2026		S(1)		5,400	D	$11.2013(4)	965,848	D
Class A Common Stock	01/20/2026		S(1)		6,700	D	$11.2094(2)	1,515,920	I	By O.N.E. Holdings,LLC
Class A Common Stock	01/21/2026		S(1)		6,700	D	$11.0186(5)	1,509,220	I	By O.N.E. Holdings,LLC
Class A Common Stock	01/22/2026		S(1)		6,700	D	$11.2011(4)	1,502,520	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 $11.10 to $11.335 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 $10.845 to $11.18 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 $11.06 to $11.315 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 $10.835 to $11.20 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	01/22/2026
	** 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.

FAQ

Who is the insider in this MediaAlpha (MAX) Form 4 filing?

The filing reports transactions by Nonko Eugene, who serves as a director of MediaAlpha, Inc. and is a reporting person under SEC Section 16 rules.

What MediaAlpha (MAX) shares did Nonko Eugene sell in January 2026?

He reported sales of Class A Common Stock on January 20, 21, and 22, 2026, including 5,400-share blocks sold directly and 6,700-share blocks sold indirectly through O.N.E. Holdings, LLC at prices slightly above $11 per share.

Was the MediaAlpha (MAX) insider sale part of a trading plan?

Yes. The footnotes state the sales were effected under a previously adopted Rule 10b5-1 trading plan, used primarily to cover taxes from the vesting of RSUs.

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

Following the reported trades, he beneficially owned 965,848 Class A shares directly and 1,502,520 Class A shares indirectly through O.N.E. Holdings, LLC.

What were the reported sale prices for the MediaAlpha (MAX) insider trades?

The sales used weighted-average prices. Examples include $11.2075 and $11.2094 per share on January 20, and $11.2013 and $11.2011 per share on January 22, based on multiple trades within specified price ranges.

What is O.N.E. Holdings, LLC in relation to this MediaAlpha (MAX) Form 4?

Some transactions are reported as indirect ownership "By O.N.E. Holdings, LLC", meaning a portion of the Class A Common Stock is held through that entity and attributed to Nonko Eugene as beneficially owned.