MediaAlpha (MAX) CEO and director reports Class A share sales under 10b5-1 plan

Rhea-AI Filing Summary

MediaAlpha, Inc. reported insider share sales by a director and executive officer who is also the company’s chief executive officer, president, and co‑founder. On 12/01/2025, 12/02/2025, and 12/03/2025, the reporting person sold blocks of 8,000, 8,000, 4,711, and 3,289 shares of Class A common stock at weighted‑average prices of $12.6005, $12.5729, $13.189, and $13.6402 per share, respectively. After these transactions, the reporting person beneficially owned 2,927,330 shares of Class A common stock directly. The company notes that these sales were made under a pre‑arranged Rule 10b5‑1 trading plan to cover taxes arising from the vesting of restricted stock units.

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^*

Yi Steven

(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
X	Officer (give title below)		Other (specify below)
	See Remarks

3. Date of Earliest Transaction (Month/Day/Year)
12/01/2025

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	12/01/2025		S(1)		8,000	D	$12.6005(2)	2,943,330	D
Class A Common Stock	12/02/2025		S(1)		8,000	D	$12.5729(3)	2,935,330	D
Class A Common Stock	12/03/2025		S(1)		4,711	D	$13.189(4)	2,930,619	D
Class A Common Stock	12/03/2025		S(1)		3,289	D	$13.6402(5)	2,927,330	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 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 $12.36 to $12.71 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 $12.41 to $12.71 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 $12.715 to $13.50 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 $13.505 to $13.75 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:

CHIEF EXECUTIVE OFFICER, PRESIDENT, AND CO-FOUNDER

	/s/ Jeffrey B. Coyne	12/03/2025
	** 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

What insider transaction did MediaAlpha (MAX) disclose in this Form 4?

The filing shows that a MediaAlpha director and executive officer, who is also the chief executive officer, president, and co‑founder, sold multiple blocks of Class A common stock on 12/01/2025, 12/02/2025, and 12/03/2025.

How many MediaAlpha shares did the insider sell and at what prices?

The reporting person sold 8,000 shares at a weighted‑average price of $12.6005, 8,000 shares at $12.5729, 4,711 shares at $13.189, and 3,289 shares at $13.6402 per share.

How many MediaAlpha (MAX) shares does the reporting person own after these sales?

Following the reported transactions, the reporting person beneficially owned 2,927,330 shares of MediaAlpha Class A common stock in direct ownership.

Were the MediaAlpha insider sales made under a Rule 10b5-1 trading plan?

Yes. The filing explains that the sales were effected pursuant to a previously adopted Rule 10b5‑1 trading plan.

Why did the MediaAlpha insider sell these shares?

The filing states that the Rule 10b5‑1 trading plan was established to cover taxes resulting from the vesting of restricted stock units (RSUs).

What type of security did the MediaAlpha insider sell?

The reporting person sold Class A common stock of MediaAlpha, Inc.