Director Kathy Vrabeck receives 20,750 RSUs in MediaAlpha (NYSE: MAX) grant

Rhea-AI Filing Summary

VRABECK KATHY P reported acquisition or exercise transactions in this Form 4 filing.

MediaAlpha, Inc. director Kathy P. Vrabeck received a grant of 20,750 restricted stock units of Class A Common Stock as board compensation. These units were granted at no cash cost to her and increase her direct holdings to 150,407 shares.

Each restricted stock unit represents the right to receive one share of Class A Common Stock upon vesting. The units vest on the earlier of the first anniversary of the grant date or the company’s 2027 Annual Meeting, if she continues serving on the board through that date.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider VRABECK KATHY P

Role null

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	20,750	$0.00	--

Holdings After Transaction: Class A Common Stock — 150,407 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

RSUs granted: 20,750 units Holdings after grant: 150,407 shares Grant price: $0.00 per share +1 more

4 metrics

RSUs granted 20,750 units Restricted stock units awarded to director on May 5, 2026

Holdings after grant 150,407 shares Total Class A Common Stock directly held after transaction

Grant price $0.00 per share Reported price for RSU award under Omnibus Incentive Plan

Vesting trigger Earlier of 1-year anniversary or 2027 Annual Meeting Vesting condition for all 20,750 restricted stock units

Key Terms

restricted stock units, Omnibus Incentive Plan, contingent right, vesting

4 terms

restricted stock units financial

"Consists of restricted stock units granted to the Reporting Person under the Issuer's Omnibus Incentive Plan"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Omnibus Incentive Plan financial

"restricted stock units granted to the Reporting Person under the Issuer's Omnibus Incentive Plan"

An omnibus incentive plan is a single, flexible program a company uses to give employees and executives different types of pay tied to performance — for example stock options, restricted shares, cash bonuses and other awards — all governed by one set of rules. It matters to investors because it determines how many new shares may be created, how leaders are motivated and how much the company will spend on compensation over time; think of it as a master toolbox that affects both costs and the total share supply.

contingent right financial

"Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock"

vesting financial

"such restricted stock units will vest on the earlier of the first anniversary of the grant date or the date of the Issuer's 2027 Annual Meeting"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

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).

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^*

VRABECK KATHY P

(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)
05/05/2026

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	05/05/2026		A		20,750(1)	A	$0	150,407	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. Consists of restricted stock units granted to the Reporting Person under the Issuer's Omnibus Incentive Plan, in connection with the Reporting Person's service on the Issuer's board of directors. Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock upon vesting. All such restricted stock units will vest on the earlier of the first anniversary of the grant date or the date of the Issuer's 2027 Annual Meeting, subject to the Reporting Person's continued service through the applicable vesting date.

Remarks:

	/s/ Jeffrey B. Coyne	05/07/2026
	** 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).
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 did MediaAlpha (MAX) director Kathy P. Vrabeck report in this Form 4?

Kathy P. Vrabeck reported receiving 20,750 restricted stock units of MediaAlpha Class A Common Stock as board compensation. The grant carries no cash purchase price and is structured as equity awards under the company’s Omnibus Incentive Plan, subject to future vesting conditions.

How many MediaAlpha (MAX) shares does Kathy P. Vrabeck hold after this grant?

After the grant, Kathy P. Vrabeck directly holds 150,407 shares of MediaAlpha Class A Common Stock. This total includes the newly awarded 20,750 restricted stock units, which convert into shares only upon vesting according to the plan’s terms and service requirements.

What are the vesting terms of Kathy P. Vrabeck’s restricted stock units in MediaAlpha (MAX)?

The 20,750 restricted stock units vest on the earlier of the first anniversary of the grant date or MediaAlpha’s 2027 Annual Meeting. Vesting requires Ms. Vrabeck to continue serving on the board through the applicable vesting date, aligning compensation with ongoing director service.

What does each restricted stock unit represent for MediaAlpha (MAX) director compensation?

Each restricted stock unit represents a contingent right to receive one share of MediaAlpha Class A Common Stock upon vesting. These equity awards are granted under MediaAlpha’s Omnibus Incentive Plan and function as non-cash compensation tied to Ms. Vrabeck’s continued board service.

Was there any cash transaction involved in Kathy P. Vrabeck’s MediaAlpha (MAX) Form 4 filing?

No cash transaction was involved; the Form 4 shows an award of 20,750 restricted stock units at a reported price of $0.00 per share. This reflects a stock-based compensation grant rather than an open-market purchase or sale of MediaAlpha common stock.