Planned MediaAlpha (NYSE: MAX) insider sale covers RSU tax obligations

Rhea-AI Filing Summary

MediaAlpha, Inc.’s Chief Revenue Officer Keith Cramer reported an open-market sale of 13,000 shares of Class A Common Stock at $9.47 per share. After the transaction, he directly holds 280,528 shares. According to a disclosed footnote, the sale was executed under a pre-established Rule 10b5-1 trading plan primarily to cover taxes from vesting restricted stock units, indicating a routine, pre-planned disposition rather than a discretionary trade.

Insider Trade Summary 10b5-1

Net Seller: 13,000 shares ($123,110)

Net Sell 1 txn

Insider Cramer Keith

Role Chief Revenue Officer

Sold 13,000 shs ($123K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	13,000	$9.47	$123K

Holdings After Transaction: Class A Common Stock — 280,528 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Shares sold: 13,000 shares Sale price: $9.47 per share Shares held after transaction: 280,528 shares +1 more

4 metrics

Shares sold 13,000 shares Open-market sale of Class A Common Stock on 2026-06-15

Sale price $9.47 per share Price for the 13,000 shares sold

Shares held after transaction 280,528 shares Direct holdings after reported sale

Transaction type Open-market sale (Code S) Non-derivative common stock transaction

Key Terms

Rule 10b5-1 trading plan, RSUs, open-market sale, Class A Common Stock

4 terms

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.

RSUs financial

"previously adopted by the Reporting Person primarily to cover taxes resulting from the vesting of RSUs"

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

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.

Class A Common Stock financial

"security_title: Class A Common Stock"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

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Form 4 Insider Transactions: What Each Field Means →

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^*

Cramer Keith

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/15/2026

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	06/15/2026		S(1)		13,000	D	$9.47	280,528	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

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.

Remarks:

	/s/ Jeffrey B. Coyne	06/15/2026
	** 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)

FAQ

What insider transaction did MediaAlpha (MAX) report for Keith Cramer?

MediaAlpha reported that Chief Revenue Officer Keith Cramer sold 13,000 shares of Class A Common Stock at $9.47 per share. The filing describes this as an open-market sale executed under a pre-established Rule 10b5-1 trading plan.

How many MediaAlpha (MAX) shares does Keith Cramer hold after this sale?

After the reported transaction, Keith Cramer directly holds 280,528 shares of MediaAlpha Class A Common Stock. This provides context that the 13,000 shares sold represent only a portion of his overall disclosed holdings.

Was the MediaAlpha (MAX) insider sale part of a Rule 10b5-1 plan?

Yes. The filing states the sale was effected under a Rule 10b5-1 trading plan previously adopted by Keith Cramer, indicating the trades were pre-scheduled rather than timed at his discretion.

Why did Keith Cramer’s MediaAlpha (MAX) trading plan involve selling shares?

The footnote explains the trading plan was adopted primarily to cover taxes arising from the vesting of restricted stock units (RSUs). Selling shares helps generate cash to satisfy those associated tax obligations.

What type of security did Keith Cramer sell in MediaAlpha (MAX)?

Keith Cramer sold Class A Common Stock of MediaAlpha, Inc. The transaction involved 13,000 shares in an open-market sale, with pricing disclosed at $9.47 per share in the Form 4 filing.