MediaAlpha (NYSE: MAX) director sells 32,377 shares under 10b5-1 plan

Rhea-AI Filing Summary

MediaAlpha, Inc. director Eugene Nonko reported open-market sales totaling 32,377 shares of Class A common stock from August 3 to 5, 2026, at weighted-average prices from $12.2808 to $12.5402 per share.

The six transactions involved both directly held shares and shares held indirectly through O.N.E. Holdings, LLC, and were executed under a Rule 10b5-1 trading plan adopted primarily to cover taxes resulting from the vesting of RSUs.

Insider Trade Summary 10b5-1

Net Seller: 32,377 shares

Net Sell 6 txns

Insider Nonko Eugene

Role Director

Sold 32,377 shs ($402K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock F1, F4	2,667	$12.3636	$33K
Sale	Class A Common Stock F1, F7	7,778	$12.2808	$96K
Sale	Class A Common Stock F1, F3	2,667	$12.5033	$33K
Sale	Class A Common Stock F1, F6	7,778	$12.4478	$97K
Sale	Class A Common Stock F1, F2	3,282	$12.5402	$41K
Sale	Class A Common Stock F1, F5	8,205	$12.483	$102K

Holdings After Transaction: Class A Common Stock — 852,246 shares (Direct); Class A Common Stock — 1,008,779 shares (Indirect, By O.N.E. Holdings,LLC)

Footnotes (7)

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 $12.275 to $13.01 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 $12.335 to $12.615 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 $12.12 to $12.48 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 $12.25 to $13.01 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 $12.315 to $12.62 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.
7. F7. Reflects the weighted-average sale price for shares sold in multiple transactions at prices ranging from $12.14 to $12.47 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

Shares sold: 32,377 shares Direct shares sold: 8,616 shares Indirect shares sold: 23,761 shares +3 more

6 metrics

Shares sold 32,377 shares Total Class A common stock sold by Eugene Nonko across six transactions

Direct shares sold 8,616 shares Portion of reported sales from directly held MediaAlpha shares

Indirect shares sold 23,761 shares Portion of sales from shares held indirectly through O.N.E. Holdings, LLC

Lowest weighted-average sale price $12.2808 per share Weighted-average price for the August 5, 2026 indirect sale

Highest weighted-average sale price $12.5402 per share Weighted-average price for the August 3, 2026 direct sale

Number of transactions 6 Total open-market sale transactions reported for August 3–5, 2026

Key Terms

Rule 10b5-1 trading plan, RSUs, weighted-average sale price, indirect ownership

4 terms

Rule 10b5-1 trading plan regulatory

"The sales 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.

RSUs financial

"Adopted 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.

weighted-average sale price financial

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

indirect ownership financial

"Indirect ownership noted as by O.N.E. Holdings, LLC for certain transactions"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/05/2026 - 05:20 PM Accepted by SEC EDGAR 08/05/2026 - 05:19 PM Learn about SEC filing dates

FAQ

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

Eugene Nonko reported six open-market sales of MediaAlpha Class A common stock totaling 32,377 shares. The sales occurred on August 3, 4, and 5, 2026, at weighted-average prices between $12.2808 and $12.5402 per share under a Rule 10b5-1 trading plan.

Were Eugene Nonko’s MediaAlpha (MAX) trades made under a Rule 10b5-1 plan?

Yes. The filing states the sales were effected pursuant to a Rule 10b5-1 trading plan previously adopted by Eugene Nonko. The plan was adopted primarily to cover taxes resulting from the vesting of RSUs, according to the footnote disclosure.

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

Across the reported trades, Nonko sold 8,616 shares held directly and 23,761 shares held indirectly through O.N.E. Holdings, LLC. Together these direct and indirect sales total the 32,377 shares of MediaAlpha Class A common stock disclosed in the Form 4.

What price range did Eugene Nonko’s MediaAlpha (MAX) stock sales cover?

The reported weighted-average sale prices ranged from $12.2808 to $12.5402 per share across the six transactions. Footnotes add that underlying trades occurred in ranges such as $12.275 to $13.01 and $12.12 to $12.48 per share, depending on the specific transaction.

What position does Eugene Nonko hold at MediaAlpha (MAX)?

Eugene Nonko is reported as a director of MediaAlpha, Inc. in the Form 4. He is not listed as an officer or a 10% owner in this filing, which specifically identifies his role as a member of the company’s board of directors.

Why was Eugene Nonko’s Rule 10b5-1 plan for MediaAlpha (MAX) primarily adopted?

The Rule 10b5-1 trading plan was adopted primarily to cover taxes resulting from the vesting of RSUs. The footnote explains that the reported sales were effected pursuant to this pre-arranged plan, linking the trading activity to tax obligations from restricted stock unit vesting.

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)
08/03/2026

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	08/03/2026		S(1)		3,282	D	$12.5402(2)	857,580	D
Class A Common Stock	08/04/2026		S(1)		2,667	D	$12.5033(3)	854,913	D
Class A Common Stock	08/05/2026		S(1)		2,667	D	$12.3636(4)	852,246	D
Class A Common Stock	08/03/2026		S(1)		8,205	D	$12.483(5)	1,024,335	I	By O.N.E. Holdings,LLC
Class A Common Stock	08/04/2026		S(1)		7,778	D	$12.4478(6)	1,016,557	I	By O.N.E. Holdings,LLC
Class A Common Stock	08/05/2026		S(1)		7,778	D	$12.2808(7)	1,008,779	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 $12.275 to $13.01 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 $12.335 to $12.615 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 $12.12 to $12.48 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 $12.25 to $13.01 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 $12.315 to $12.62 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.

7. Reflects the weighted-average sale price for shares sold in multiple transactions at prices ranging from $12.14 to $12.47 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	08/05/2026
	** 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)