MediaAlpha (MAX) director Eugene Nonko reports planned stock sales

Rhea-AI Filing Summary

MediaAlpha, Inc. director Eugene Nonko reported a series of planned sales of Class A common stock over three days in early January 2026. According to the filing, the transactions were made under a previously adopted Rule 10b5-1 trading plan to cover taxes resulting from the vesting of RSUs.

Nonko sold 5,400 shares directly on each of January 5, 6 and 7, 2026 at weighted-average prices of $11.9879, $11.8677 and $11.6661 per share, respectively, leaving 998,248 shares held directly after the last sale. In parallel, an affiliated entity, O.N.E. Holdings, LLC, sold 6,700 shares on each of those dates at weighted-average prices of $11.9797, $11.8745 and $11.6582 per share, with 1,542,720 shares reported as indirectly owned by Nonko through that LLC following the final transaction.

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)
01/05/2026

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	01/05/2026		S(1)		5,400	D	$11.9879(2)	1,009,048	D
Class A Common Stock	01/06/2026		S(1)		5,400	D	$11.8677(3)	1,003,648	D
Class A Common Stock	01/07/2026		S(1)		5,400	D	$11.6661(4)	998,248	D
Class A Common Stock	01/05/2026		S(1)		6,700	D	$11.9797(5)	1,556,120	I	By O.N.E. Holdings,LLC
Class A Common Stock	01/06/2026		S(1)		6,700	D	$11.8745(6)	1,549,420	I	By O.N.E. Holdings,LLC
Class A Common Stock	01/07/2026		S(1)		6,700	D	$11.6582(7)	1,542,720	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 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 $11.73 to $12.155 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 $11.72 to $11.99 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 $11.37 to $11.875 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 $11.73 to $12.11 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 $11.72 to $12.01 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.

7. Reflects the weighted-average sale price for shares sold in multiple transactions at prices ranging from $11.38 to $11.875 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	01/07/2026
	** 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).
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FAQ

Who is the insider in MediaAlpha (MAX)'s latest Form 4 filing?

The reporting person is Eugene Nonko, who is listed as a director of MediaAlpha, Inc. He is not reported as an officer or 10% owner in this filing.

What MediaAlpha (MAX) stock transactions did Eugene Nonko report?

Nonko reported multiple sales of Class A common stock on January 5, 6 and 7, 2026. Each day included one direct sale of 5,400 shares and one indirect sale of 6,700 shares through O.N.E. Holdings, LLC, all coded as open market or private sale transactions

At what prices were the MediaAlpha (MAX) shares sold in this Form 4?

The filing reports weighted-average sale prices. Direct sales were at $11.9879, $11.8677 and $11.6661 per share on January 5, 6 and 7, 2026, respectively. Indirect sales by O.N.E. Holdings, LLC were at $11.9797, $11.8745 and $11.6582 per share on those same dates.

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

After the reported sales, Nonko beneficially owns 998,248 shares of Class A common stock directly. In addition, 1,542,720 shares are reported as indirectly owned through O.N.E. Holdings, LLC.

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

Yes. A footnote states that the sales reported on this Form 4 were effected pursuant to a previously adopted Rule 10b5-1 trading plan intended to cover taxes from the vesting of RSUs.

How were the sale prices for the MediaAlpha (MAX) insider trades calculated?

For each trading day, the reported price is a weighted-average sale price for shares sold in multiple transactions within a price range, such as $11.73 to $12.155 per share. The reporting person has undertaken to provide full breakdowns of individual trade prices upon request.